Common use of Entry Transfer Clause in Contracts

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of the Book-Entry Transfer Facility's system may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although delivery of Shares may be made through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's Message, and any other required documents, also must be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Yorkmont One Inc

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Entry Transfer. The Depositary will establish an account with respect to the Shares at The the Depository Trust Company ("DTC" or the "Book-Entry Transfer Facility") for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Book Entry Transfer Facility's system systems may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's Message, and any other required documents, also must must, in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering Stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein in this Offer to Purchase as a "Book-Entry Confirmation". ." DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Merger Agreement (Pitney Bowes Inc /De/)

Entry Transfer. The Depositary will establish an account with respect to the Common Shares at The Depository Trust Company (the "each Book-Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any , and any financial institution that is a participant in either of the Book-Entry Transfer Facility's system Facilities' systems may make book-entry delivery of Common Shares by causing the a Book-Entry Transfer Facility to transfer such Common Shares into the Depositary's account at a Book-Entry Transfer Facility in accordance with the such Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Common Shares may be made effected through book-entry transfer into the Depositary's account at the a Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage in connection with a book-entry delivery of Common Shares, and any other required documentsdocuments must, also must in any case, be transmitted to and received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration DateDate or the tendering shareholder must comply with the guaranteed delivery procedures described below. The confirmation Delivery of documents to a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "in accordance with such Book-Entry ConfirmationTransfer Facility's procedures does not constitute delivery to the Depositary. Signature Guarantee. Signatures on all Letters of Transmittal must be guaranteed by a firm which is a bank, broker, dealer, credit union, savings association or other entity that is a member in good standing of the Securities Transfer Agents Medallion Program (each, an "Eligible Institution"), unless the Common Shares are tendered (i) by a registered holder of Common Shares who has not completed either the box entitled "Special Delivery Instructions" or the box entitled "Special Payment Instructions" on the Letter of Transmittal or (ii) for the account of an Eligible Institution. DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARYSee Instruction 1 of the Letter of Transmittal. If a Common Share Certificate is registered in the name of a person other than the signer of the Letter of Transmittal, or if payment is to be made, or a Common Share Certificate not accepted for payment or not tendered is to be returned, to a person other than the registered holder(s), then the Common Share Certificate must be endorsed or accompanied by appropriate stock powers, in either case signed exactly as the name(s) of the registered holder(s) appear on the Common Share Certificate, with the signature(s) on such Common Share Certificate or stock powers guaranteed as described above. See Instructions 1 and 5 of the Letter of Transmittal.

Appears in 1 contract

Samples: Cendant Corp

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system systems may make a book-entry delivery transfer of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facilitytransfer, either the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, together with any required signature guarantees, or an Agent's MessageMessage in lieu of the Letter of Transmittal, and any other required documents, also must must, in any case, be transmitted to and received by the Depositary at one of its addresses address set forth on the back cover of this Offer to Purchase prior to by the Expiration Date, or the tendering stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". DELIVERY OF DOCUMENTS TO THE BOOK." Delivery of documents to the Book-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOKEntry Transfer Facility in accordance with the Book-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARYEntry Transfer Facility's procedures does not constitute delivery to the Depositary.

Appears in 1 contract

Samples: Merger Agreement (United Technologies Corp /De/)

Entry Transfer. The Depositary will establish an account accounts with respect to the Shares at The Depository Trust Company, the Midwest Securities Trust Company and the Philadelphia Depository Trust Company (the "Book-Entry Transfer FacilityFacilities") for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant in any of the Book-Entry Transfer Facility's system Facilities' systems may make book-entry delivery of Shares by causing the a Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the such Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the a Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage (as defined below), and any other required documents, also must must, in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering shareholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the a Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". ." DELIVERY OF DOCUMENTS TO THE A BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE SUCH BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Danaher Corp /De/

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant in the system of the Book-Entry Transfer Facility's system Facility may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although delivery of Shares may be made through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility. However, although delivery of Shares may be effected through book-entry transfer, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, together with any required signature guarantees, or an Agent's Message, and any other required documentsdocuments must, also must in any case, be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to by the Expiration Date, or the guaranteed delivery procedure described below must be complied with. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". DELIVERY OF DOCUMENTS TO THE BOOKDelivery of documents to the Book-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOKEntry Transfer Facility in accordance with the Book-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARYEntry Transfer Facility's procedures does not constitute delivery to the Depositary.

Appears in 1 contract

Samples: Apb Acquisition Corp

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "each Book-Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any , and any financial institution that is a participant in either of the Book-Entry Transfer Facility's system Facilities' systems may make book-entry delivery of Shares by causing the a Book-Entry Transfer Facility to transfer such Shares into the Depositary's account at a Book-Entry Transfer Facility in accordance with the such Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the a Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage in connection with a book-entry delivery of Shares, and any other required documentsdocuments must, also must in any case, be transmitted to and received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date. The confirmation of a book-entry transfer of Shares into Date or the Depositary's account at tendering shareholder must comply with the Book-Entry Transfer Facility as guaranteed delivery procedures described above is referred to herein as a "Book-Entry Confirmation"below. DELIVERY OF DOCUMENTS TO THE A BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE SUCH BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Norfolk Southern Corp

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the Offer within two (2) business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system systems may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures procedure for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage (as defined below), and any other required documentsdocuments must, also must in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration DateDate (except with respect to any Subsequent Offering Period, if one is provided), or the tendering shareholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation.". DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Merger Agreement (Paravant Inc)

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant in the system of the Book-Entry Transfer Facility's system Facility may make a book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account at the Book-Entry Transfer Facility in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the (i) a properly completed and duly executed Letter of Transmittal (or manually signed a facsimile thereof), properly completed and duly executed, together with any required signature guarantees, or an Agent's MessageMessage in lieu of the Letter of Transmittal, and any other required documents, also must must, in any case, be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date. The confirmation of a book-entry transfer of Shares into , or (ii) the Depositary's account at tendering shareholder must comply with the Book-Entry Transfer Facility as guaranteed delivery procedures described above is referred to herein as a "Book-Entry Confirmation"below. DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Merger Agreement (Luxottica Group Spa)

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system ’s systems may make a book-entry delivery transfer of Shares by causing the Book-Entry Transfer Facility to transfer such the Shares into the Depositary's ’s account in accordance with the Book-Entry Transfer Facility's ’s procedures for such the transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facilitytransfer, either the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, together with any required signature guarantees, or an Agent's Message’s Message in lieu of the Letter of Transmittal, and any other required documents, also must must, in any case, be transmitted to and received by the Depositary at one of its addresses address as set forth on the back cover of this Offer to Purchase prior to by the Expiration Date, or the tendering stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's ’s account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.” Delivery of documents to DTC in accordance with DTC’s procedures does not constitute delivery to the Depositary.

Appears in 1 contract

Samples: Confidentiality Agreement (Pinnacle Foods Inc.)

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the such Book-Entry Transfer Facility's procedures for such transfer. Although Even though delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the a properly completed and duly executed Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's Message, and any other required documentsdocuments must, also must in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase on or prior to the Expiration Date, or the tendering stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". ." DELIVERY OF THE LETTER OF TRANSMITTAL AND ANY OTHER REQUIRED DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES WILL NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Maxxim Medical Inc

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system may make book-entry delivery of Shares by (i) causing the Book-Entry Transfer Facility such securities to transfer such Shares into the Depositary's account be transferred in accordance with the Book-Entry Transfer Facility's procedures for such transferinto the Depositary's account and (ii) causing the Letter of Transmittal to be delivered to the Depositary by means of an Agent's Message. Although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facilitytransfer, either the Letter of Transmittal (or a manually signed facsimile thereof), properly completed and duly executed, together with any required signature guarantees, or an Agent's MessageMessage in lieu of the Letter of Transmittal, and any other required documents, also must must, in any case, be transmitted to and received by the Depositary prior to the Expiration Date at one of its addresses set forth on the back cover of this Offer to Purchase prior to Purchase, or the Expiration Date. The confirmation of a book-entry transfer of Shares into tendering stockholder must comply with the Depositary's account at the Book-Entry Transfer Facility as guaranteed delivery procedures described above is referred to herein as a "Book-Entry Confirmation"below. DELIVERY OF THE LETTER OF TRANSMITTAL AND ANY OTHER DOCUMENTS OR INSTRUCTIONS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Merger Agreement (Playcore Inc)

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Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the Offer within two (2) business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the such Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's Message, and any other required documentsdocuments must, also must in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". ." DELIVERY OF THE LETTER OF TRANSMITTAL AND ANY OTHER REQUIRED DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES WILL NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Agreement and Plan of Merger

Entry Transfer. The Depositary will make a request to establish an account with respect to the Shares at The Depository Trust Company (the "Book-Book Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant in the system of the Book-Book Entry Transfer Facility's system Facility may make book-book entry delivery of Shares by causing the Book-Book Entry Transfer Facility to transfer such the Shares into the Depositary's account at the Book Entry Transfer Facility in accordance with the Book-Book Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-book entry transfer into the Depositary's account at the Book-Book Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage in connection with a book entry transfer, and any other required documentsdocuments must, also must in any case, be transmitted to and received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase on or prior to the Expiration Date, or the guaranteed delivery procedure set forth below must be complied with. The confirmation Delivery of a book-entry transfer of Shares into documents to the Depositary's account at the Book-Book Entry Transfer Facility in accordance with the Book Entry Transfer Facility's procedures does not constitute delivery to the Depositary. Signature Guarantees No signature guarantee is required on the Letter of Transmittal (i) if the Letter of Transmittal is signed by a registered holder, who is a participant in the Book Entry Transfer Facility's systems (whose name appears on a security position listing as described above the owner of the Shares), of Shares tendered therewith and such registered holder has not completed either the box entitled "Special Delivery Instructions" or the box entitled "Special Payment Instructions" on the Letter of Transmittal or (ii) if such Shares are tendered for the account of an Eligible Institution. In all other cases, all signatures on Letters of Transmittal must be guaranteed by an Eligible Institution. See Instruction 1 to the Letter of Transmittal. If the certificates for Shares are registered in the name of a person other than the signer of the Letter of Transmittal, or if payment is referred to herein be made, or certificates for Shares not tendered or not accepted for payment are to be returned, to a person other than the registered holder of the certificates surrendered, then the tendered certificates for such Shares must be endorsed or accompanied by appropriate stock powers, in either case, signed exactly as a "Book-Entry Confirmation"the name or names of the registered holders or owners appear on the certificates, with the signatures on the certificates or stock powers guaranteed as aforesaid. DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARYSee Instruction 5 to the Letter of Transmittal.

Appears in 1 contract

Samples: LaSalle Cover Company, LLC

Entry Transfer. The Depositary will establish an account accounts with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the this Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the such Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the a Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage (as defined below), and any other required documents, also must must, in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering shareholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". ." DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE SUCH BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Av Inc

Entry Transfer. The Depositary will establish an account with respect to the Shares at The the Depository Trust Company ("DTC" or the "Book-Entry Transfer Facility") for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Book Entry Transfer Facility's system systems may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's Message, and any other required documents, also must must, in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering shareholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein in this Offer to Purchase as a "Book-Entry Confirmation". ." DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Merger Agreement (Automatic Data Processing Inc)

Entry Transfer. The Depositary will establish an account accounts with respect to the Shares at The Depository Trust Company (the "Book-Book Entry Transfer Facility") for purposes of the Offer within two (2) business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system systems may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures procedure for such transfer. Although However, although delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the Letter of Transmittal (or manually signed a facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's Message, and any other required documentsdocuments must, also must in any case, be transmitted to, and received by by, the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation"." REQUIRED DOCUMENTS MUST BE TRANSMITTED TO AND RECEIVED BY THE DEPOSITARY AT ONE OF ITS ADDRESSES SET FORTH ON THE BACK COVER PAGE OF THIS OFFER TO PURCHASE. DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE SUCH BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Agreement and Plan of Merger (HCH Acquisition Corp)

Entry Transfer. The Depositary will establish an account with respect to the Shares at The Depository Trust Company (the "Book-Entry Transfer Facility") for purposes of the Offer within two (2) business days after the date of this Offer to Purchase. Any financial institution that is a participant of in the Book-Entry Transfer Facility's system may make book-entry delivery of Shares by causing the Book-Entry Transfer Facility to transfer such Shares into the Depositary's account in accordance with the Book-Entry Transfer Facility's procedures for such transfer. Although Even though delivery of Shares may be made effected through book-entry transfer into the Depositary's account at the Book-Entry Transfer Facility, the a Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage in lieu of the Letter of Transmittal, and any other required documents, also must must, in any case, be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase prior to the Expiration Date, or the tendering stockholder must comply with the guaranteed delivery procedures described below. The confirmation of a book-entry transfer of Shares into the Depositary's account at the Book-Entry Transfer Facility as described above is referred to herein as a "Book-Entry Confirmation". ." DELIVERY OF THE LETTER OF TRANSMITTAL AND ANY OTHER REQUIRED DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARY.

Appears in 1 contract

Samples: Kenny Industrial Services LLC

Entry Transfer. The Depositary will make a request to establish an account with respect to the Shares at The Depository Trust Company (the "Book-Book Entry Transfer Facility") Facility for purposes of the Offer within two business days after the date of this Offer to Purchase. Any financial institution that is a participant in the system of the Book-Book Entry Transfer Facility's system Facility may make book-book entry delivery of Shares by causing the Book-Book Entry Transfer Facility to transfer such the Shares into the Depositary's account at the Book Entry Transfer Facility in accordance with the Book-Book Entry Transfer Facility's procedures for such transfer. Although However, although delivery of Shares may be made effected through book-book entry transfer into the Depositary's account at the Book-Book Entry Transfer Facility, the Letter of Transmittal (or manually signed facsimile thereof), properly completed and duly executed, with any required signature guarantees, or an Agent's MessageMessage in connection with a book entry transfer, and any other required documentsdocuments must, also must in any case, be transmitted to and received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase on or prior to the Expiration Date, or the guaranteed delivery procedure set forth below must be complied with. The confirmation Delivery of a book-entry transfer of Shares into documents to the Depositary's account at the Book-Book Entry Transfer Facility in accordance with the Book Entry Transfer Facility's procedures does not constitute delivery to the Depositary. Signature Guarantees No signature guarantee is required on the Letter of Transmittal (i) if the Letter of Transmittal is signed by the registered holder(s) (which term, for purposes of this paragraph, includes any participant in the Book Entry Transfer Facility's systems whose name appears on a security position listing as described above the owner of the Shares) of Shares tendered therewith and such registered holder(s) has not completed either the box entitled "Special Delivery Instructions" or the box entitled "Special Payment Instructions" on the Letter of Transmittal or (ii) if such Shares are tendered for the account of an Eligible Institution. In all other cases, all signatures on Letters of Transmittal must be guaranteed by an Eligible Institution. See Instruction 1 to the Letter of Transmittal. If the certificates for Shares are registered in the name of a person other than the signer of the Letter of Transmittal, or if payment is referred to herein be made, or certificates for Shares not tendered or not accepted for payment are to be returned, to a person other than the registered holder of the certificates surrendered, then the tendered certificates for such Shares must be endorsed or accompanied by appropriate stock powers, in either case, signed exactly as a "Book-Entry Confirmation"the name or names of the registered holders or owners appear on the certificates, with the signatures on the certificates or stock powers guaranteed as aforesaid. DELIVERY OF DOCUMENTS TO THE BOOK-ENTRY TRANSFER FACILITY IN ACCORDANCE WITH THE BOOK-ENTRY TRANSFER FACILITY'S PROCEDURES DOES NOT CONSTITUTE DELIVERY TO THE DEPOSITARYSee Instruction 5 to the Letter of Transmittal.

Appears in 1 contract

Samples: LaSalle Cover Company, LLC

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