Common use of DTC Payment Clause in Contracts

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Exchange Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Exchange Agent shall transmit to DTC or its nominee on the Closing Date an the aggregate amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares Merger Consideration and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Fractional Share PriceConsideration.

DTC Payment. Prior to the Effective Time, Parent and the Company shall will cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall will transmit to DTC or its nominee nominees on the first Business Day after the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (iA) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time Time; multiplied by (iiB) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Exchange Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Exchange Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal the Merger Consideration with respect to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied Time, upon the surrender of such shares held of record by (ii) the Per Share PriceDTC or its nominees in accordance with DTC’s customary surrender procedures, as determined pursuant to Section 2.7.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Paying Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Paying Agent shall transmit to DTC or its nominee nominees on the first Business Day after the Closing Date or as promptly as practicable thereafter an amount in cash, by wire transfer of immediately available funds, equal to (iA) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time Time; multiplied by (iiB) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) ), such procedures to be set forth in the Payment Agent Agreement, with the objective that Parent shall or shall cause the Payment Agent shall to transmit to DTC or its nominee nominee, on the Closing Date an amount in cashDate, by wire transfer of immediately available funds, an amount in cash equal to (i) the number of shares of Company Common Stock (other than Owned Company Converted Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share PriceMerger Consideration.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and the The Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Shares, Dissenting Company Shares, Company Restricted Shares and Company PSUs) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate and use commercially reasonable efforts to establish procedures with the Payment Agent and the The Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share PriceMerger Consideration.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Paying Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Paying Agent shall transmit to DTC or its nominee nominees on the first (1st) Business Day after the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time Time; multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent (or Proton Parent) and the Company shall cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall will cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“"DTC”") with the objective that the Payment Agent shall will transmit to DTC or its nominee nominees on the first Business Day after the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (iA) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time Time; multiplied by (iiB) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock Shares (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee following the Effective Time on the Closing Date or as promptly as practicable thereafter an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Class A Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Per Share Price.

DTC Payment. Prior to the Effective Time, Parent and the Company shall will cooperate to establish procedures with the Payment Agent and the Depository Trust Company (“DTC”) with the objective that the Payment Agent shall will transmit to DTC or its nominee nominees on the first Business Day after the Closing Date an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time Time; multiplied by (ii) the Per Share Price.