Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 57 contracts
Samples: Merger Agreement (Authentec Inc), Merger Agreement (Interwave Communications International LTD), Merger Agreement (Public Service Co of New Mexico)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 24 contracts
Samples: Merger Agreement (Accelrys, Inc.), Merger Agreement (Ameripath Inc), Merger Agreement (Cambridge Display Technology, Inc.)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 13 contracts
Samples: Merger Agreement (Closure Medical Corp), Merger Agreement (Mentor Corp /Mn/), Merger Agreement (Johnson & Johnson)
Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to and be income of Parent. If for any reason (including losses) the cash in the Exchange Fund shall be insufficient to fully satisfy all of the payment obligations to be made in cash by the Exchange Agent hereunder, Parent shall promptly deposit cash into the Exchange Fund in an amount which is equal to the deficiency in the amount of cash required to fully satisfy such cash payment obligations.
Appears in 11 contracts
Samples: Merger Agreement (Premium Standard Farms, Inc.), Merger Agreement (Boston Scientific Corp), Merger Agreement (Smithfield Foods Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, Parent on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 11 contracts
Samples: Merger Agreement (Somanta Pharmaceuticals Inc.), Merger Agreement (Access Pharmaceuticals Inc), Merger Agreement (Macrochem Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by ParentAcquiror, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentAcquiror.
Appears in 10 contracts
Samples: Merger Agreement (Medco Research Inc), Merger Agreement (Geoscience Corp), Merger Agreement (King Pharmaceuticals Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent or the Surviving Corporation.
Appears in 10 contracts
Samples: Merger Agreement (CFC International Inc), Merger Agreement (Simrad Yachting As), Merger Agreement (I Stat Corporation /De/)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 9 contracts
Samples: Merger Agreement (Jefferies Financial Group Inc.), Merger Agreement (Homefed Corp), Merger Agreement (Solarcity Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parentthe Company, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parentthe Company.
Appears in 9 contracts
Samples: Merger Agreement (Duke Energy CORP), Merger Agreement (Invacare Corp), Merger Agreement (Cinergy Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any all cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 9 contracts
Samples: Merger Agreement (Invitrogen Corp), Merger Agreement (Invitrogen Corp), Merger Agreement (Applera Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent; provided that no such investment shall relieve Parent or the Exchange Agent from making the payments required by this Article II, on a daily basisand following any losses Parent shall promptly provide additional funds to the Exchange Agent for the benefit of the holders of Company Common Stock in the amount of such losses. Any interest and other or income resulting from produced by such investments shall will be paid payable to Parent or its designee as directed by Parent.
Appears in 7 contracts
Samples: Merger Agreement (Welbilt, Inc.), Merger Agreement (Welbilt, Inc.), Merger Agreement (Middleby Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis. ; provided that no gain or loss thereon or income or loss generated thereby shall affect the amounts payable to Company stockholders pursuant to this Article I. Any interest and other income resulting from such investments investment shall become a part of the Exchange Fund, and any amounts in excess of the amounts payable to Company stockholders pursuant to this Article I shall promptly be paid to Parent.
Appears in 6 contracts
Samples: Agreement and Plan of Reorganization (Visual Sciences, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.), Merger Agreement (Pharmacopeia Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any all cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 6 contracts
Samples: Merger Agreement (BMP Sunstone CORP), Merger Agreement (W R Grace & Co), Merger Agreement (Synthetech Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis; provided that no such investment or loss thereon shall affect the amounts payable to the Company's stockholders pursuant to this Article II. Any interest and other income resulting from such investments shall be the property of, and shall be paid to, Parent, and Parent shall be responsible for paying all taxes with respect to Parentsuch interest and other income.
Appears in 6 contracts
Samples: Merger Agreement (Netratings Inc), Merger Agreement (Netratings Inc), Merger Agreement (Netratings Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.2(f). In the event the cash in the Exchange Fund shall be insufficient to fully satisfy all of the payment obligations to be made by the Exchange Agent hereunder, Parent shall promptly deposit cash into the Exchange Fund in an amount which is equal to the deficiency in the amount of cash required to fully satisfy such payment obligations.
Appears in 4 contracts
Samples: Merger Agreement (Amgen Inc), Merger Agreement (Immunex Corp /De/), Merger Agreement (Atrix Laboratories Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to, Parent. Any losses resulting from such investments shall not in any way diminish Parent's and Merger Sub's obligation to Parentpay the full amount of the Merger Consideration.
Appears in 4 contracts
Samples: Merger Agreement (Pacificare Health Systems Inc /De/), Merger Agreement (Mid Atlantic Medical Services Inc), Merger Agreement (Unitedhealth Group Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent. In the event the Exchange Fund shall realize a loss on any such investment, Parent shall promptly thereafter deposit, or cause to be deposited, in such Exchange Fund on behalf of the Surviving Corporation cash in an amount equal to such loss.
Appears in 4 contracts
Samples: Merger Agreement (Southern Mineral Corp), Merger Agreement (Domain Energy Corp), Merger Agreement (Amerac Energy Corp)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any ---------------------------- cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 4 contracts
Samples: Merger Agreement (Diatide Inc), Merger Agreement (Gec Acquisition Corp), Merger Agreement (Schering Berlin Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any --------------------------- cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 4 contracts
Samples: Merger Agreement (Berkshire Hathaway Inc /De/), Merger Agreement (Mandaric Milan), Merger Agreement (Ginsburg Scott K)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund.
Appears in 4 contracts
Samples: Merger Agreement (Unify Corp), Merger Agreement (Warp Technology Holdings Inc), Merger Agreement (Infonow Corp /)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis; provided, that no such investment or loss thereon shall affect the amounts payable to former shareholders of the Company after the Effective Time pursuant to this Article II. Any interest and other income resulting from such investments investment shall become a part of the Exchange Fund and any amounts in excess of the amounts payable pursuant to this Article II shall promptly be paid to Parent.
Appears in 4 contracts
Samples: Merger Agreement (Sphere 3D Corp), Merger Agreement (Sphere 3D Corp), Merger Agreement (Overland Storage Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.3(e).
Appears in 4 contracts
Samples: Merger Agreement (Intersil Corp/De), Merger Agreement (Intersil Corp/De), Merger Agreement (Xicor Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund on a daily basis as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 4 contracts
Samples: Merger Agreement (Beazer Homes Usa Inc), Merger Agreement (Crossmann Communities Inc), Merger Agreement (Crossmann Communities Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis. ; provided that no such investment or loss thereon shall affect the amounts payable to the Company stockholders pursuant to this Article I. Any interest and other income resulting from such investments investment shall become a part of the Exchange Fund, and any amounts in excess of the amounts payable to the Company stockholders pursuant to this Article I shall promptly be paid to Parent.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Palm Inc), Merger Agreement (Palm Inc), Agreement and Plan of Reorganization (Handspring Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 3 contracts
Samples: Merger Agreement (Pec Solutions Inc), Merger Agreement (Nortel Networks Inc.), Merger Agreement (Nortel Networks LTD)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to and be income of Parent.
Appears in 3 contracts
Samples: Merger Agreement (Scios Inc), Merger Agreement (Moore Medical Corp), Merger Agreement (Johnson & Johnson)
Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to and be income of Parent. If for any reason (including losses) the cash in the Exchange Fund shall be insufficient to fully satisfy all of the payment obligations to be made in cash by the Exchange Agent hereunder, Parent shall promptly deposit cash into the Exchange Fund in an amount which is equal to the deficiency in the amount of cash required to fully satisfy such cash payment obligations.
Appears in 3 contracts
Samples: Merger Agreement (Cardinal Health Inc), Merger Agreement (Cardinal Health Inc), Merger Agreement (Viasys Healthcare Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any all cash included in the Exchange Fund, Fund as reasonably directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parentthe Parent upon demand.
Appears in 3 contracts
Samples: Merger Agreement (Cardionet Inc), Merger Agreement (Biotel Inc.), Merger Agreement (Biotel Inc.)
Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, as directed Fund in a money market deposit account selected by Parent, on a daily basisParent prior to the Closing. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Hospitality Properties Trust), Merger Agreement (Travelcenters of America LLC)
Investment of Exchange Fund. The Exchange Agent shall may invest any cash included in the Exchange FundFund in deposit accounts or short-term money market instruments, as directed by the Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to the Parent. The Parent shall deposit with the Exchange Agent as part of the Exchange Fund cash in an amount equal to any loss of principal resulting from such investments promptly after the incurrence of such a loss.
Appears in 2 contracts
Samples: Merger Agreement (Dresser Industries Inc /De/), Merger Agreement (Halliburton Co)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by ParentTrust, on a daily basis, in obligations of the United States of America. Any interest and other income resulting from such investments shall be the property of and shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Renovis Inc), Merger Agreement (Genus Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to the Parent.
Appears in 2 contracts
Samples: Merger Agreement (Physician Reliance Network Inc), Merger Agreement (American Oncology Resources Inc /De/)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to to, Parent.
Appears in 2 contracts
Samples: Merger Agreement (Seabulk International Inc), Merger Agreement (Seacor Holdings Inc /New/)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund in Permitted Investments as directed by Parent, Parent on a daily basisbasis from time to time. Any interest and or other income resulting from such investments shall be paid to Parent, upon demand. In the event the cash in the Exchange Fund shall be insufficient to fully satisfy all of the payment obligations to be made by the Exchange Agent under this Article 2, Parent shall promptly deposit cash into the Exchange Fund in an amount that is equal to the deficiency in the amount of cash required to fully satisfy such payment obligations.
Appears in 2 contracts
Samples: Merger Agreement (HeartWare International, Inc.), Merger Agreement (Thoratec Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parentthe Surviving Entity.
Appears in 2 contracts
Samples: Merger Agreement (Transgenomic Inc), Merger Agreement (Ventrus Biosciences Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange FundFund in U. S. government securities, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Fleetwood Enterprises Inc/De/), Merger Agreement (Homeusa Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis. ; provided that no such investment or loss thereon shall affect the amounts payable to Company members pursuant to this Article I. Any interest and other income resulting from such investments investment shall become a part of the Exchange Fund, and any amounts in excess of the amounts payable to Company members pursuant to this Article I shall promptly be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (US BioEnergy CORP), Merger Agreement (Millennium Ethanol, LLC)
Investment of Exchange Fund. The Exchange Agent shall will invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall will be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (American International Group Inc), Merger Agreement (HSB Group Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to to, Parent.
Appears in 2 contracts
Samples: Merger Agreement (Merix Corp), Merger Agreement (Leucadia National Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included balances in the Exchange FundFund as a result of Section 2.2(c), as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.3(e).
Appears in 2 contracts
Samples: Merger Agreement (Genesis Health Ventures Inc /Pa), Merger Agreement (NCS Healthcare Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Walsh International Inc \De\), Merger Agreement (Pharmaceutical Marketing Services Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Benchmark Electronics Inc), Merger Agreement (Pemstar Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of and shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Hi/Fn Inc), Merger Agreement (Exar Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by ParentParent (provided that such cash shall be invested only in high quality short-term instruments with low risk of loss of principal), on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Salomon Inc), Merger Agreement (Travelers Group Inc)
Investment of Exchange Fund. The Exchange Agent shall will invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall will be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Dynamics Corp of America), Agreement and Plan of Merger (CTS Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange FundFund in investment grade securities, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to to, Parent.
Appears in 2 contracts
Samples: Merger Agreement (Collateral Therapeutics Inc), Merger Agreement (Collateral Therapeutics Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basisbasis in reasonably prudent investments. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Computer Associates International Inc), Merger Agreement (Sterling Software Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to, Parent. Any losses resulting from such investments shall not in any way diminish Parent’s and Merger Sub’s obligation to Parentpay the full amount of the Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Guilford Pharmaceuticals Inc), Merger Agreement (Mgi Pharma Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basisbasis within the guidelines set forth in Section 2.2(a). Any interest and other income resulting from such investments shall will be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (International Multifoods Corp), Merger Agreement (Smucker J M Co)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, in direct obligations of the U.S. Treasury or otherwise with the consent of the Company (which consent shall not be unreasonably withheld or delayed), on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Harrahs Entertainment Inc), Merger Agreement (Caesars Entertainment Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid from time to time to Parent, upon request.
Appears in 2 contracts
Samples: Merger Agreement (Overseas Shipholding Group Inc), Merger Agreement (Maritrans Inc /De/)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall will be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Smtek International Inc), Merger Agreement (CTS Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any --------------------------- cash included in the Exchange Fund, as directed by the Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to the Parent.
Appears in 2 contracts
Samples: Merger Agreement (Alumax Inc), Merger Agreement (Aluminum Co of America)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, the Parent on a daily basis. Any interest and other income resulting from such investments shall promptly be paid to the Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Seasons Bancshares Inc), Agreement and Plan of Merger (Cadence Financial Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to, Parent. Any losses resulting from such investments shall not in any way diminish Parent’s and Merger Sub’s obligation to Parentpay the full amount of the Closing Merger Consideration.
Appears in 2 contracts
Samples: Merger Agreement (Unitedhealth Group Inc), Merger Agreement (NWH Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent upon termination of the Exchange Fund pursuant to Section 3.3(e); provided that nothing herein shall limit Parent's obligation to ensure that an amount of cash sufficient to pay all amounts due holders of Certificates upon surrender to the Exchange Agent pursuant to the provisions of this Article III.
Appears in 2 contracts
Samples: Merger Agreement (Bergen Brunswig Corp), Merger Agreement (Amerisource Health Corp/De)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Payment Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Yak Communications Inc), Merger Agreement (Globalive Communications Corp.)
Investment of Exchange Fund. The Exchange Agent shall invest any all cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (PAETEC Holding Corp.), Merger Agreement (Ev3 Inc.)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and or other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Maxwell Shoe Co Inc), Merger Agreement (Jones Apparel Group Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and or other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Riviera Holdings Corp), Merger Agreement (Isle Investors LLC)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, on a daily basisParent in obligations of the United States. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 2 contracts
Samples: Merger Agreement (Ashland Inc.), Merger Agreement (Hercules Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to to, Parent.
Appears in 2 contracts
Samples: Merger Agreement (Ladish Co Inc), Merger Agreement (Allegheny Technologies Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any --------------------------- cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.3(e).
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall will invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis; provided, however, that no such investment or losses will affect the cash payable to holders of Share Certificates or the Eligible Option Holders. Any interest and or other income resulting from amounts received with respect to such investments shall will be paid to Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis, in obligations of the United States of America. Any interest and other income resulting from such investments shall be the property of and shall be paid to New Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall invest any ---------------------------- cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Samples: Merger Agreement (Centocor Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent. In no event, however, shall such investment or any such payment of interest or income delay the receipt by holders of Certificates or Book-Entry Shares of the Merger Consideration, or otherwise impair such holders’ rights hereunder.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall will invest any all cash included in the Exchange Fund, Fund as directed by ParentParent or (after the Effective Time) the Surviving Corporation, and any and all interest earned on a daily basis. Any interest and other income resulting from such investments shall the funds will be paid by the Exchange Agent to ParentParent or (after the Effective Time) the Surviving Corporation. Parent will bear and pay all charges and expenses, including those of Exchange Agent, incurred in connection with the payment of funds to holders of Company Shares.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, in direct obligations of the U.S. Treasury on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid added to Parentthe Exchange Fund and used to pay the expenses of the Exchange Fund.
Appears in 1 contract
Samples: Merger Agreement (Lycos Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any the cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to this Article II.
Appears in 1 contract
Samples: Merger Agreement (Onesource Information Services Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any ---------------------------- cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to to, Parent.
Appears in 1 contract
Samples: Merger Agreement (Alza Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be the property of, and shall be paid to to, Parent.
Appears in 1 contract
Samples: Merger Agreement (Alkermes Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, Fund as reasonably directed by Parent, on a daily basisParent and approved by the Stockholder Representatives. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Biovail Corp International)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by ParentXxxxxx, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Samples: Merger Agreement
Investment of Exchange Fund. The Exchange Agent shall invest --------------------------- any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Paying Agent shall invest any the cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Parent shall take all actions necessary to ensure that the Exchange Fund includes at all times cash sufficient to satisfy Parent’s obligations under Section 4.1(a). Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 4.2(d).
Appears in 1 contract
Samples: Merger Agreement (Amgen Inc)
Investment of Exchange Fund. The Exchange Agent shall --------------------------- invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.3(e).
Appears in 1 contract
Investment of Exchange Fund. The Exchange ---------------------------- Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Samples: Merger Agreement (Cordis Corp)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, on a daily basis. Any net profit resulting from, or interest and other or income resulting from produced by, such investments investments, shall be paid placed in the Exchange Fund and be payable to ParentParent or the Surviving Corporation, as Parent shall determine.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall --------------------------- invest any the cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.3(e).
Appears in 1 contract
Samples: Merger Agreement (Intersil Corp/De)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, Fund as directed by Parent, Parent on a daily basis. Any interest and other income resulting from such investments shall promptly be paid to Parent.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Intersolv Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, Fund as directed by the Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to the Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Exchange/Payment Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Samples: Merger Agreement (Exelixis Inc)
Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by ParentXxxxxx, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
Appears in 1 contract
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by ParentParent (but subject to the approval of the Company (prior to the Effective Time) or the Stockholders’ Representatives (following the Effective Time), not to be unreasonably withheld or delayed), on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 1.7(e).
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Samples: Merger Agreement (Echo Healthcare Acquisition Corp.)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.Parent upon termination of the
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Samples: Merger Agreement (Tularik Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis, provided that any such investment is guaranteed as to payment of principal and interest by the federal government of the United States. Any interest and other income resulting from such investments shall be paid to ParentTarget Stockholders.
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Samples: Agreement and Plan of Merger (DSC Communications Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, deposited with it pursuant to Section 2.2(a) as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
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Investment of Exchange Fund. The Exchange Paying Agent shall invest any cash included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent. If for any reason (including losses) the Exchange Fund is inadequate to pay the Merger Consideration payable hereunder, Parent shall in any event be liable for payment thereof.
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Investment of Exchange Fund. The Exchange Agent shall will invest any --------------------------- cash included in the Exchange FundFund from time to time, as directed by Parent, on a daily basisin short term money market assets or similar securities. Any interest and other income resulting from such investments shall will be paid payable to Parent on demand and will be the sole property of Parent.
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Investment of Exchange Fund. The Exchange Agent shall invest any all cash --------------------------- included in the Exchange Fund, as directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
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Investment of Exchange Fund. The Exchange Agent shall invest any all cash included in the Exchange Fund, as reasonably directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
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Samples: Merger Agreement (Betzdearborn Inc)
Investment of Exchange Fund. The Exchange Agent shall may invest any cash included in the Exchange FundFund in deposit accounts or short-term money market instruments, as directed by the Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to the Parent. The Parent shall deposit with the Exchange Agent as part of the Exchange Fund cash in an amount equal to any loss AGREEMENT AND PLAN OF MERGER of principal resulting from such investments promptly after the incurrence of such a loss.
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Investment of Exchange Fund. The Exchange Agent shall invest any the cash included in the Exchange Fund, as directed by Parent, in interest-bearing savings accounts, certificates of deposit, short-term U.S. Treasury funds or money market funds on a daily basis. Any interest and other income resulting from such investments shall be paid to ParentParent upon termination of the Exchange Fund pursuant to Section 2.3(d).
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Samples: Merger Agreement (Allergan Inc)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in the Exchange Fund, as may be directed by Parent, on a daily basis. Any interest and other income resulting from such investments shall be paid to Parent.
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Samples: Merger Agreement (SLM Holding Corp)
Investment of Exchange Fund. The Exchange Agent shall invest any cash included in held by it for payment to the Exchange Fund, Holders as directed by Parent, Parent on a daily basis. Any interest and other income resulting from such investments investment shall promptly be paid to Parent.
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