Exchange of the Company Certificates. In consideration of the Merger Consideration, in the event the Company’s Membership Interests are certificated, the Members shall surrender at the Closing certificates with powers endorsed in blank (the “Certificates”) for the Company Membership Interests. Until surrendered as contemplated by this Section 2(d), each Certificate shall be deemed at any time after the Closing to represent only the right to receive its pro rata portion of the Merger Consideration as contemplated by Section 1 hereof.
Appears in 2 contracts
Samples: Merger Agreement (Blue Earth, Inc.), Merger Agreement (Blue Earth, Inc.)
Exchange of the Company Certificates. In consideration of the Merger Consideration, in the event the Company’s Membership Interests are certificated, the Members Stockholders shall surrender at the Closing all certificates for Company Shares together with powers endorsed in blank (the “Certificates”) for the Company Membership Interests). Until surrendered as contemplated by this Section 2(d2(b), each Certificate shall be deemed at any time after the Closing to represent only the right to receive its a pro rata portion of the Merger Consideration as contemplated by Section 1 hereof2(a)(i) above.
Appears in 2 contracts
Samples: Merger Agreement (Blue Earth, Inc.), Merger Agreement (Blue Earth, Inc.)
