Common use of Lost Certificate Clause in Contracts

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by Holdings, the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such Certificate, and Holdings shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, deliverable in respect thereof as determined in accordance with this Article IV.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Capitol Acquisition Corp. III)

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Lost Certificate. In the event any Certificate certificate representing membership interests in the Company has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person person claiming such Certificate certificate to be lost, stolen or destroyed and, if required by Holdingsthe Surviving Company, the provision by such Person person of a customary indemnity against any claim that may be made against Holdings the Surviving Company with respect to such Certificatecertificate, and Holdings the Surviving Company shall issue the Merger Consideration in accordance with this Article IV in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, deliverable in respect thereof as determined in accordance with this Article IVcertificate.

Appears in 1 contract

Samples: Merger Agreement (Swiftmerge Acquisition Corp.)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by Holdings, the provision by such Person of a customary indemnity against any claim and an indemnification or other undertaking that may be made against Holdings with respect to such Certificatereasonably requested by the Surviving Corporation, and Holdings the Exchange Agent shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, Consideration deliverable in respect thereof as determined in accordance with this Article IVII.

Appears in 1 contract

Samples: Merger Agreement (Rexnord Corp)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by HoldingsAcquiror, the provision by such Person of a customary indemnity against any claim that may be made against Holdings Acquiror with respect to such Certificate, and Holdings Acquiror shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, as the case may be, deliverable in respect thereof as determined in accordance with this Article IVII.

Appears in 1 contract

Samples: Merger Agreement (Roth CH Acquisition II Co)

Lost Certificate. In the event any Company Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Company Certificate to be lost, stolen or destroyed and, if required by Holdings, the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such Company Certificate, and Holdings shall issue in exchange for such lost, stolen or destroyed Company Certificate the Per Share Jersey Merger Consideration, deliverable in respect thereof as determined in accordance with this Article IVII.

Appears in 1 contract

Samples: Merger Agreement (Churchill Capital Corp)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed destroyed, and, if required by Holdingsreasonably requested the posting of a surety bond, the provision by such Person of a customary indemnity against any claim that Exchange Agent or Acquiror, as the case may be made against Holdings with respect to such Certificatebe, and Holdings shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, Consideration deliverable in respect thereof as determined in accordance with this Article IVII.

Appears in 1 contract

Samples: Merger Agreement (Panolam Industries International Inc)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, in form and substance reasonably satisfactory to the Exchange Agent or the Acquiror (if required by Holdings, the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such Certificate, and Holdings affidavit is delivered after the date on which the Exchange Agent’s duties have terminated as provided in Section 1.7) shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, Consideration deliverable in respect thereof as determined in accordance with this Article IV.ARTICLE I.

Appears in 1 contract

Samples: Merger Agreement (Medical Staffing Network Holdings Inc)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by Holdings, and the provision posting by such Person of a customary bond, in such reasonable amount as Acquiror may direct, as indemnity against any claim that may be made against Holdings it with respect to such Certificate, and Holdings the Exchange Agent shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, Consideration deliverable in respect thereof as determined in accordance with this Article IVIII.

Appears in 1 contract

Samples: Merger Agreement (Sonoco Products Co)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by Holdings, the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such Certificate, and Holdings shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Delaware Merger Consideration, deliverable in respect thereof as determined in accordance with this Article IV.

Appears in 1 contract

Samples: Merger Agreement (Churchill Capital Corp)

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Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed anddestroyed, if required by Holdingsand in accordance with the Paying Agent Agreement, the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such Certificate, and Holdings Paying Agent shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, Consideration deliverable in respect thereof as determined in accordance with this Article IVIII, without any requirement to post any bond or other security.

Appears in 1 contract

Samples: Merger Agreement (Envision Healthcare Holdings, Inc.)

Lost Certificate. In the event any Company Certificate has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Company Certificate to be lost, stolen or destroyed and, if required by HoldingsAcquiror, the provision by such Person of a customary indemnity against any claim that may be made against Holdings Acquiror with respect to such Company Certificate, and Holdings Acquiror shall issue in exchange for such lost, stolen or destroyed Company Certificate the Per Share Merger Consideration, deliverable in respect thereof as determined in accordance with this Article IVIII.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ventoux CCM Acquisition Corp.)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making of an affidavit affidavit, in a form and amount reasonably acceptable to the Paying Agent, of that fact by the Person claiming such Certificate to be lost, stolen or destroyed anddestroyed, if required by HoldingsParent shall, or shall cause the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such CertificatePaying Agent to, and Holdings shall issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration, Consideration deliverable as soon as practicable after such receipt of such affidavit and bond in respect thereof as determined in accordance with this Article IVII.

Appears in 1 contract

Samples: Merger Agreement (Atlassian Corp PLC)

Lost Certificate. In the event If any Certificate has shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by HoldingsAcquiror, the provision posting by such Person of a customary bond in such reasonable amount as Acquiror may direct as indemnity against any claim that may be made against Holdings it with respect to such Certificate, and Holdings the Exchange Agent shall issue in exchange for such lost, stolen or destroyed Certificate Certificate, the Per Share applicable Merger Consideration, deliverable in Consideration with respect thereof as determined in accordance with thereto pursuant to this Article IVAgreement.

Appears in 1 contract

Samples: Merger Agreement (Alliance Data Systems Corp)

Lost Certificate. In the event any Certificate has been lost, stolen or destroyed, upon the making execution and delivery to the Surviving Corporation of an affidavit of that fact and customary indemnification agreement in a form reasonably satisfactory to Buyer by the Person claiming such Certificate to be lost, stolen or destroyed anddestroyed, if required by Holdings, the provision by such Person of a customary indemnity against any claim that may be made against Holdings with respect to such Certificate, and Holdings Buyer shall issue in exchange for such lost, stolen or destroyed Certificate the Closing Per Company Share Merger Consideration, deliverable Consideration with respect to each Company Share held by such Pre-Closing Holder and any other amounts specified in respect thereof as determined in accordance with this Article IV.Section ‎3.1

Appears in 1 contract

Samples: Merger Agreement (V F Corp)

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