Common use of Exchange Agent Clause in Contracts

Exchange Agent. Prior to the Effective Time Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as exchange agent (the “Exchange Agent”) hereunder.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Countrywide Financial Corp), Agreement and Plan of Merger, Agreement and Plan of Merger (Wachovia Corp New)

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Exchange Agent. Prior to the Effective Time Time, Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as exchange agent (the “Exchange Agent”) hereunder.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Bank of America Corp /De/), Agreement and Plan of Merger (Landamerica Financial Group Inc), Agreement and Plan of Merger (Merrill Lynch & Co Inc)

Exchange Agent. Prior to the Effective Time Time, Parent shall appoint (i) select a bank or trust company Subsidiary company, satisfactory to the Company in its reasonable discretion, to act as the exchange agent in the Merger (the “Exchange Agent”) and (ii) enter into an exchange agent agreement with the Exchange Agent, the terms and conditions of Parent or another bank or trust company reasonably acceptable which are satisfactory to Company, or Parent’s transfer agent, pursuant to an agreement the Company in its reasonable discretion (the “Exchange Agent Agreement”) to act as exchange agent (the “Exchange Agent”) hereunder).

Appears in 4 contracts

Samples: Agreement and Plan of Merger (CSR PLC), Agreement and Plan of Merger (Zoran Corp \De\), Agreement and Plan of Merger (CSR PLC)

Exchange Agent. Prior to the Effective Time Time, Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company company, which shall be reasonably acceptable to the Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as paying agent and exchange agent (the “Exchange Agent”) hereunderfor the exchange of the issued and outstanding Shares for the Merger Consideration.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Apple REIT Ten, Inc.), Agreement and Plan of Merger (Apple REIT Ten, Inc.), Agreement and Plan of Merger (Apple Hospitality REIT, Inc.)

Exchange Agent. Prior to the Effective Time Time, Parent shall appoint enter into an agreement with a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as exchange agent for the Merger (the "Exchange Agent") hereunderas may be designated by Parent and such agreement and the Exchange Agent shall be reasonably acceptable to Company.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Doubleclick Inc), Stockholder Agreement (Doubleclick Inc), Stockholder Agreement (Doubleclick Inc)

Exchange Agent. Prior to the Effective Time Time, Parent shall shall, at its own cost and expense, appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to the Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as exchange agent (the “Exchange Agent”) hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (M&t Bank Corp), Agreement and Plan of Merger (Wilmington Trust Corp)

Exchange Agent. Prior to the Effective Time Time, the Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company company, which shall be reasonably acceptable to the Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as paying agent and exchange agent (the “Exchange Agent”) hereunderfor the exchange of the issued and outstanding Company Shares for the Merger Consideration.

Appears in 2 contracts

Samples: Advisory Agreement, Advisory Agreement (American Realty Capital - Retail Centers of America, Inc.)

Exchange Agent. Prior to the Effective Time Time, Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to the Company, or Parent’s transfer agent, pursuant to an agreement (reasonably acceptable to the “Exchange Agent Agreement”) Company to act as exchange agent (the “Exchange Agent”) hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Biocryst Pharmaceuticals Inc), Agreement and Plan of Merger (Triumph Group Inc)

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Exchange Agent. Prior to the Effective Time Time, Parent shall appoint (i) select a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) Company to act as the exchange agent in the Merger (the “Exchange Agent”), and (ii) hereunderenter into an exchange agent agreement with the Exchange Agent. Parent shall be responsible for all fees and expenses of the Exchange Agent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Steel Partners Holdings L.P.), Agreement and Plan of Merger (Steel Partners Holdings L.P.)

Exchange Agent. Prior to the Effective Time Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to Company, or Parent’s 's transfer agent, pursuant to an agreement (the "Exchange Agent Agreement") to act as exchange agent (the "Exchange Agent") hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bear Stearns Companies Inc)

Exchange Agent. Prior to the Effective Time Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to 5 <PAGE> Company, or Parent’s 's transfer agent, pursuant to an agreement (the "Exchange Agent Agreement") to act as exchange agent (the "Exchange Agent") hereunder.. 2.2

Appears in 1 contract

Samples: Agreement and Plan of Merger Agreement and Plan of Merger

Exchange Agent. Prior to the Effective Time Time, Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to the Company, or Parent’s transfer agent, pursuant to an agreement (reasonably acceptable to the “Exchange Agent Agreement”) Company to act as exchange agent (the “Exchange AgentAgent ”) hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vought Aircraft Industries Inc)

Exchange Agent. Prior to the Effective Time Time, Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to Company, or Parent’s transfer agent, pursuant to an agreement (the “Exchange Agent Agreement”) to act as exchange agent (the “Exchange Agent”) hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pma Capital Corp)

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