Common use of Issuance of Parent Shares Clause in Contracts

Issuance of Parent Shares. In consideration of the contribution, assignment, transfer and delivery of the Securities to Parent pursuant to Section 1 of this Agreement, Parent shall issue Parent Shares in the name of each Rollover Stockholder (or in the name of a party as designated by such Rollover Stockholder in writing and agreed by Parent before the Contribution Closing) in the amounts set forth opposite such Rollover Stockholder’s name in column (D) of Schedule A hereto. Each Rollover Stockholder hereby acknowledges and agrees that (a) the value of the Parent Shares issued to such Rollover Stockholder or his or her designated Affiliate is equal to (x) the total number of Rollover Shares contributed by such Rollover Stockholder multiplied by (y) the per Share Merger Consideration under the Merger Agreement, (b) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Stockholder by Parent with respect to the applicable Securities, and (c) on receipt of such Parent Shares, such Rollover Stockholder shall have no right to any other consideration against the Parent with respect to the Securities contributed to Parent by such Rollover Stockholder.

Issuance of Parent Shares. In consideration of the contribution, assignment, transfer and delivery of the Securities Rollover Shares to Parent pursuant to Section 1 of this Agreement, Parent shall issue Parent Shares in the name of each Rollover Stockholder (or or, solely with respect to Xxxx Xx Pan, in the name of a party as designated by such Rollover Stockholder him in writing and agreed by Parent before the Contribution Closing) in the amounts set forth opposite such Rollover Stockholder’s name in column (D) of Schedule A hereto. A. Each Rollover Stockholder hereby acknowledges and agrees that (a) the value of the Parent Shares issued to such Rollover Stockholder Shareholder or his or her its designated Affiliate is equal to (x) the total number of Rollover Shares contributed by such Rollover Stockholder Shareholder multiplied by (y) the per Per Share Merger Consideration under the Merger Agreement, (b) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Stockholder by Parent with respect to the applicable Securities, Rollover Shares and (c) on receipt of such Parent Shares, such Rollover Stockholder shall have no right to any other consideration against the Parent with respect to the Securities Rollover Shares contributed to Parent by such Rollover Stockholder.

Issuance of Parent Shares. In consideration of the contribution, assignment, transfer and delivery of the Securities Rollover Shares to Parent pursuant to Section 1 of this Agreement, Parent shall issue Parent Shares in the name of each Rollover Stockholder (or or, solely with respect to Dxxx Xx Pan, in the name of a party as designated by such Rollover Stockholder him in writing and agreed by Parent before the Contribution Closing) in the amounts set forth opposite such Rollover Stockholder’s name in column (D) of Schedule A hereto. A. Each Rollover Stockholder hereby acknowledges and agrees that (a) the value of the Parent Shares issued to such Rollover Stockholder Shareholder or his or her its designated Affiliate is equal to (x) the total number of Rollover Shares contributed by such Rollover Stockholder Shareholder multiplied by (y) the per Per Share Merger Consideration under the Merger Agreement, (b) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Stockholder by Parent with respect to the applicable Securities, Rollover Shares and (c) on receipt of such Parent Shares, such Rollover Stockholder shall have no right to any other consideration against the Parent with respect to the Securities Rollover Shares contributed to Parent by such Rollover Stockholder.