Common use of Exchange Agent to Return Merger Consideration Clause in Contracts

Exchange Agent to Return Merger Consideration. At any time following the last day of the sixth month following the Effective Time, Parent shall be entitled to require the Exchange Agent to deliver to Parent or its designated successor or assign all cash amounts that have been deposited with the Exchange Agent pursuant to Section 1.7(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Company Stock Certificates pursuant to Section 1.7(d), and thereafter the holders of Company Stock Certificates shall be entitled to look only to Parent and/or the Surviving Corporation (subject to the terms of Section 1.7(j)) only as general creditors thereof with respect to any and all cash amounts and stock that may be payable to such holders of Company Stock Certificates pursuant to Section 1.7(d) upon the due surrender of such Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 1.7(d). No interest shall be payable for the cash amounts and stock delivered to Parent pursuant to the provisions of this Section 1.7(h) and which are subsequently delivered to the holders of Company Stock Certificates.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FireEye, Inc.)

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Exchange Agent to Return Merger Consideration. At any time following the last day of the sixth twelfth (12th) month following the Effective Time, Parent shall be entitled to require the Exchange Agent to deliver to Parent or its designated successor or assign all cash amounts that have been deposited with the Exchange Agent pursuant to Section 1.7(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Company Stock Certificates Stockholders pursuant to Section 1.7(d), and thereafter the holders of Company Stock Certificates Stockholders shall be entitled to look only to Parent and/or the Surviving Corporation (subject to the terms of Section 1.7(j1.7(h)) only as general creditors thereof with respect to any and all cash amounts and stock that may be payable to such holders of Company Stock Certificates Stockholders pursuant to Section 1.7(d) upon the due surrender of such Company Stock Certificates Certificates, if any, and duly executed Exchange Documents in the manner set forth in Section 1.7(d). No interest shall be payable for the cash amounts and stock delivered to Parent pursuant to the provisions of this Section 1.7(h1.7(g) and which are subsequently delivered to the holders of Company Stock CertificatesStockholders.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Roku, Inc)

Exchange Agent to Return Merger Consideration. At any time following the last day of the sixth twelfth month following the Effective Time, Parent Acquiror shall be entitled to require the Exchange Agent to deliver to Parent Acquiror or its designated successor or assign all cash amounts that have not been deposited with the Exchange Agent pursuant to Section 1.7(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Electronic Company Stock Certificates pursuant to Section 1.7(d1.10(c), and thereafter the holders of Electronic Company Stock Certificates shall be entitled to look only to Parent and/or Acquiror or the Surviving Corporation Entity (subject to the terms of Section 1.7(j1.10(f)) only as general creditors thereof with respect to any and all cash amounts and stock shares of Acquiror Stock that may be payable to such holders of Electronic Company Stock Certificates pursuant to Section 1.7(d1.8 and Section 1.10(c) upon the due surrender acknowledgment of cancellation of such Electronic Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 1.7(d1.10(c). No interest shall be payable for the cash amounts and stock shares of Acquiror Stock delivered to Parent Acquiror pursuant to the provisions of this Section 1.7(h1.10(e) and which are subsequently delivered to the holders of Electronic Company Stock Certificates.. (f)

Appears in 1 contract

Samples: Agreement and Plan of Merger (10x Genomics, Inc.)

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Exchange Agent to Return Merger Consideration. At any time following the last day of the sixth month following the Effective Time, Parent shall be entitled to require the Exchange Agent to deliver to Parent or its designated successor or assign all cash and stock amounts that have been deposited with the Exchange Agent pursuant to Section 1.7(b)(i), and any and all interest thereon or other income or proceeds thereof, not disbursed to the holders of Company Stock Certificates pursuant to Section 1.7(d1.7(c), and thereafter the holders of Company Stock Certificates shall be entitled to look only to Parent and/or the Surviving Corporation (subject to the terms of Section 1.7(j1.7(i)) only as general creditors thereof with respect to any and all cash amounts and stock amounts that may be payable to such holders of Company Stock Certificates pursuant to Section 1.7(d1.6(b) upon the due surrender of such Company Stock Certificates and duly executed Exchange Documents in the manner set forth in Section 1.7(d1.7(c). No interest shall be payable for the cash amounts and stock amounts delivered to Parent pursuant to the provisions of this Section 1.7(h1.7(g) and which are subsequently delivered to the holders of Company Stock Certificates.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Salesforce Com Inc)

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