Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Book-Entry Share with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Book-Entry Share in accordance with this Agreement. Subject to applicable Law, following surrender of any such Book-Entry Share, there shall be paid to the holder thereof, without interest, (i) the amount of dividends or other distributions, with a record date after the Merger Effective Time but prior to such surrender, previously paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement, (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 surrender and with a payment date subsequent to such surrender payable with respect to such shares of Parent Common Stock and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c).
Appears in 2 contracts
Samples: Merger Agreement (OHI Healthcare Properties Limited Partnership), Merger Agreement (MedEquities Realty Trust, Inc.)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Parent Merger Effective Time shall be paid to the holder of any unsurrendered Book-Entry Share Certificate with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Book-Entry Share Certificate (or affidavit of loss in lieu thereof) in accordance with this Agreement. Subject to applicable Law, following Following surrender of any such Book-Entry Share, Certificate (or affidavit of loss in lieu thereof) there shall be paid to the holder thereof, without interest, thereof in addition to the other amounts payable hereunder (i) promptly after the time of such surrender, the amount of dividends or other distributions, distributions with a record date after the Parent Merger Effective Time but prior to such surrender, previously theretofore paid with respect to such whole shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement, Agreement and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Parent Merger Effective Time but prior to such surrender and with a payment date subsequent to such surrender payable with respect to such whole shares of Parent Common Stock and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 2 contracts
Samples: Merger Agreement (Parkway Properties Inc), Merger Agreement (Thomas Properties Group Inc)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Share Shares with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share Shares in accordance with this Agreement. Subject to applicable LawLaws, following surrender of any such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share, Shares there shall be paid to the holder thereof, without interestinterest and subject to any required Tax withholding, (i) the amount of dividends or other distributions, distributions with a record date after the Merger Effective Time but prior to such surrender, previously theretofore paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement, Agreement 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 surrender and with a payment date subsequent to such surrender payable with respect to such shares of Parent Common Stock and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 2 contracts
Samples: Merger Agreement (Kansas City Power & Light Co), Merger Agreement (Westar Energy Inc /Ks)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Company Merger Effective Time shall be paid to the holder of any unsurrendered Book-Entry Share Certificate with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate or Book-Entry Share (or affidavit of loss in lieu thereof) in accordance with this Agreement. Subject to applicable LawLaws, following surrender of any such Certificate or Book-Entry Share, Share (or affidavit of loss in lieu thereof) there shall be paid to the holder thereof, without interest, (i) the amount of dividends or other distributions, distributions with a record date after the Company Merger Effective Time but prior to such surrender, previously 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 Company Merger 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 and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 2 contracts
Samples: Merger Agreement (Farmland Partners Inc.), Merger Agreement (American Farmland Co)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the First Merger Effective Time shall be paid to the holder of any unsurrendered Common Certificate or Book-Entry Common Share with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Common Certificate (or affidavit of loss in lieu thereof) or Book-Entry Common Share in accordance with this Agreement. Subject to applicable LawLaws, following surrender of any such Common Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share, Common Share there shall be paid to the holder thereof, without interest, (i) the amount of dividends or other distributions, distributions with a record date after the First Merger Effective Time but prior to such surrender, previously theretofore paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement, Agreement and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the First Merger 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 and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 2 contracts
Samples: Merger Agreement (Apollo Residential Mortgage, Inc.), Merger Agreement (Apollo Commercial Real Estate Finance, Inc.)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Company Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or to any Book-Entry Share for which the Exchange Agent has not paid and delivered the Merger Consideration pursuant to Section 3.3(a), in each case with respect to the shares of Parent Common Stock issuable to such holder hereunder, and all . All such dividends and other distributions paid with respect to such the shares of Parent Common Stock issuable to which any such holder is entitled pursuant to hereunder in accordance with this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or affidavit of loss in lieu thereof) or payment and delivery of the Merger Consideration with respect to such Book-Entry Share in accordance with this AgreementShare. Subject to applicable LawLaws, following surrender of any such Certificate (or affidavit of loss in lieu thereof) or the conversion of such Book-Entry Share, there shall be paid to the holder thereof, without interest, (i) the amount of dividends or other distributions, distributions with a record date after the Company Merger Effective Time but prior to such surrender, previously 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 Company Merger 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 and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 2 contracts
Samples: Merger Agreement (Physicians Realty Trust), Merger Agreement (Healthpeak Properties, Inc.)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Share with respect to the shares of Parent Common Stock issuable hereunderwith respect to such Certificate or Book-Entry Share in accordance with this Agreement, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Paying Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share in accordance with this Agreement. Subject to applicable LawLaws, following surrender of any such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share, Share there shall be paid to the record holder thereofof the shares of Parent Common Stock, if any, issued in exchange therefor, without interest, (i) the amount all dividends and other distributions payable in respect of dividends or other distributions, any such shares of Parent Common Stock with a record date after the Merger Effective Time but and a payment date on or prior to the date of such surrender, surrender and not previously 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 Merger 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 and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Independence Realty Trust, Inc), Merger Agreement (Trade Street Residential, Inc.)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Share Shares with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share Shares in accordance with this Agreement. Subject to applicable LawLaws, following surrender of any such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share, Shares there shall be paid to the holder thereof, without interest, (i) the amount of dividends or other distributions, distributions with a record date after the Merger Effective Time but prior to such surrender, previously theretofore paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement, Agreement 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 surrender and with a payment date subsequent to such surrender payable with respect to such shares of Parent Common Stock and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c)Stock.
Appears in 1 contract
Samples: Merger Agreement (American Realty Capital Global Trust II, Inc.)
Dividends with Respect to Parent Common Stock. No dividends or other distributions with respect to Parent Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Share Shares with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement shall be paid by Parent to the Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share Shares in accordance with this Agreement. Subject to applicable LawLaws, following surrender of any such Certificate (or affidavit of loss in lieu thereof) or Book-Entry Share, Shares there shall be paid to the holder thereof, without interestinterest and subject to any required Tax withholding, (i) the amount of dividends or other distributions, distributions with a record date after the Merger Effective Time but prior to such surrender, previously theretofore paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement, Agreement 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 surrender and with a payment date subsequent to such surrender payable with respect to such shares of Parent Common Stock and (iii) any dividends or other distributions with respect to the Company Common Stock paid in accordance with Section 6.11(c).Stock.β
Appears in 1 contract
Samples: Merger Agreement