Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced or destroyed and, if required by Parent, the posting by such person of a bond in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Ruby Merger Corp.), Agreement and Plan of Merger (Retek Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (National Dentex Corp /Ma/), Agreement of Merger (Fieldstone Investment Corp), Agreement of Merger (Cadmus Communications Corp/New)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolenstolen or destroyed, defaced or destroyed and, if reasonably required by the Parent, the posting by such person Person of a bond in such reasonable and customary amount as the Parent may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay pay, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such Certificatethereby pursuant to this Agreement.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Cynergistek, Inc), Agreement and Plan of Merger (Intricon Corp), Agreement and Plan of Merger (Staples Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct require as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay will issue in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with payable pursuant to this Agreement in respect to each share of the shares of Company Common Stock formerly represented by such Certificate.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Ablest Inc), Agreement and Plan of Merger (Remedytemp Inc), Agreement and Plan of Merger (Ace Cash Express Inc/Tx)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such CertificateCertificate or other documentation (including an indemnity in customary form) reasonably requested by Parent, the Paying Exchange Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Franklin Resources Inc), Agreement and Plan of Merger (Legg Mason, Inc.), Agreement and Plan of Merger (Integra Lifesciences Holdings Corp)
Lost Certificates. If In the case of any Certificate shall have that has been lost, stolen, defaced stolen or destroyed, upon on the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by the Paying Agent or Parent, the posting by such person Person of a bond in such reasonable customary amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay issue in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration payable in accordance with Section 1.4(b) with respect to each share the shares of Company Common Stock formerly represented by such lost, stolen or destroyed Certificate.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (UserTesting, Inc.), Agreement and Plan of Merger (Sailpoint Technologies Holdings, Inc.), Agreement and Plan of Merger (Sailpoint Technologies Holdings, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person Person of a bond bond, in such reasonable customary amount as Parent the Surviving Corporation may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay will issue, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such Certificate, as contemplated under this Article 2.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (RMG Networks Holding Corp), Agreement and Plan of Merger (Parexel International Corp), Agreement and Plan of Merger (Lionbridge Technologies Inc /De/)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Blyth Inc), Agreement and Plan of Merger (Jameson Inns Inc), Agreement and Plan of Merger (Bestfoods)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Whirlpool Corp /De/), Agreement and Plan of Merger (Maytag Corp), Agreement and Plan of Merger (Whirlpool Corp /De/)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by the Parent, the posting by such person Person of a bond in such reasonable amount as the Parent may direct as indemnity against any claim that may be made against it or the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay pay, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such Certificatethereby pursuant to this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aspect Medical Systems Inc), Agreement and Plan of Merger (Covidien PLC), Agreement and Plan of Merger (Aspect Medical Systems Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an any affidavit of that fact by the person Person claiming such Certificate to be lost, stolenstolen or destroyed, defaced or destroyed the indemnification by such Person of the Surviving Company and, if required by Parentthe Surviving Company, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Company may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Axys Pharmaceuticals Inc), Agreement and Plan of Merger (Axys Pharmaceuticals Inc), Agreement and Plan of Merger (Applera Corp)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the applicable Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Metaldyne Corp), And Restated Agreement and Plan of Merger (Masco Corp /De/), Amended And (Credit Suisse/)
Lost Certificates. If any Company Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Company Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Company Certificate, the Paying Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Company Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wellpoint, Inc), Agreement and Plan of Merger (Amerigroup Corp)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay and deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with to be paid in respect to each share of the shares of Company Common Stock formerly represented by such Certificate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Investors Heritage Capital Corp), Agreement and Plan of Merger (RealD Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parent, the Surviving Corporation or the Exchange Agent, the posting by such person Person of a bond bond, in such reasonable amount as Parent , the Surviving Corporation or the Exchange Agent may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay will issue, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such CertificateCertificate as contemplated under this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Randstad North America, L.P.), Agreement and Plan of Merger (SFN Group Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed in form and substance acceptable to Parent and, if required by Parent, the posting by such person Person of a bond bond, in such reasonable amount as Parent may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent or Parent, as applicable, shall pay in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with and cash in lieu of fractional shares payable in respect to each share of the shares of Company Common Stock formerly represented by such Certificate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bancorp of New Jersey, Inc.), Agreement and Plan of Merger (ConnectOne Bancorp, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Acquiror, the posting by such person of a bond bond, in such reasonable amount as Parent the Acquiror may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay will issue, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such CertificateCertificate as contemplated under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sonomawest Holdings Inc), Agreement and Plan of Merger (Stapleton Acquisition Co)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Turbosonic Technologies Inc), Agreement and Plan of Merger (Oilgear Co)
Lost Certificates. If any Company Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Company Certificate to be so lost, stolen, defaced stolen or destroyed and, if required by Parent, the posting by such person Person of a bond or other collateral security in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Company Certificate, the Paying Exchange Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Company Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intac International Inc), Agreement and Plan of Merger (Intac International Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolenstolen or destroyed, defaced or destroyed and, if required by Parent, the posting by such person Person of a bond in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay pay, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration, as applicable, to be paid pursuant to this Agreement in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such Certificate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Symbol Technologies Inc), Agreement and Plan of Merger (Motorola Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration Consideration, with any interest thereon, with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Journal Media Group, Inc.), Agreement and Plan of Merger (Gannett Co., Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person of a bond in such reasonable amount as Parent the Surviving Corporation may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay and deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with to be paid in respect to each share of the shares of Company Common Stock formerly represented by such Certificate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Spectranetics Corp), Agreement and Plan of Merger (Thermo Fisher Scientific Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced or destroyed and, if required by Parent, the posting by such person Person of a bond or the provision of other satisfactory indemnity in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock Share formerly represented by such Certificate.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Edo Corp), Agreement and Plan of Merger (Itt Corp)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Payment Agent shall pay deliver in exchange for such lost, stolen or destroyed Certificate, in accordance with this Article II, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such CertificateCertificate pursuant to Section 2.1(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (HUGHES Telematics, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration Consideration, without any interest thereon, with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Assisted Living Concepts Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parent, as indemnifying Parent and the posting by such person of a bond in such reasonable amount as Parent may direct as indemnity Surviving Corporation against any claim that may be made against Parent or the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay will pay, in exchange for such lost, stolen or destroyed Certificate, applicable Per Share Common Stock Merger Consideration or the Per Share Preferred Stock the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Capital Stock formerly represented by such Certificate, as contemplated by this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Eye Care Centers of America Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct require as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with payable pursuant to this Agreement in respect to each share of the shares of Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been is lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall will pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Readers Digest Association Inc)
Lost Certificates. If any Certificate certificate for shares of Company Common Stock shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parent, the posting by such person of a bond in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay certificate Parent will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate certificate the applicable Merger Consideration and any Cash Payment with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Company, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Company may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such CertificateCertificate or other documentation (including an indemnity in customary form) reasonably requested by Parent, the Paying Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Artio Global Investors Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Columbus McKinnon Corp)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced or destroyed and, if required by Parent, the posting by such person Person of a bond in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Infonet Services Corp)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced or destroyed and, if reasonably required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parent, the posting by such person of a bond bond, in such reasonable amount as Parent may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay or, if the Exchange Fund has been delivered to Parent, Parent will issue in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with that such person has the right to receive in respect to each share of the Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fpic Insurance Group Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, ------------------ defaced or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced or destroyed and, if required by Parent, the posting by such person of a bond in such reasonable amount as Parent may direct as indemnity against any claim that may be made against the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share of Company Common Stock formerly represented by such Certificate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Jiffy Lube International Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by Parent, the posting by such person of a bond in such a reasonable amount as Parent may direct and for a reasonable period of time as indemnity against any claim that may be made against Parent or the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Per Share Merger Consideration Consideration, without interest, with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, then, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the applicable Per Share Merger Consideration with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hanger Orthopedic Group Inc)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolenstolen or destroyed, defaced or destroyed and, if reasonably required by Parentthe Parent with respect to Merger Consideration in excess of $35,000, the posting by such person Person of a bond in such reasonable and customary amount as the Parent may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay pay, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such Certificatethereby pursuant to this Agreement.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by Parent, the posting by such person of a bond in such a reasonable amount as Parent may direct and for a reasonable period of time as indemnity against any claim that may be made against Parent or the Surviving Corporation with respect to such Certificate, the Paying Agent shall pay will deliver in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration applicable Cash Consideration, without interest, with respect to each share the shares of Company Common Stock formerly represented by such Certificatethereby.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit (in form and substance reasonably acceptable to Parent) of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if reasonably required by Parent, the posting by such person Person of a bond bond, in such reasonable amount as Parent may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall pay will issue, in exchange for such lost, stolen or destroyed Certificate, the Merger Consideration to be paid in respect of such lost, stolen, defaced or destroyed Certificate the Merger Consideration with respect to each share shares of Company Common Stock formerly represented by such Certificate, as contemplated by this Article II.
Appears in 1 contract
Samples: Agreement and Plan of Merger (America Service Group Inc /De)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen, defaced stolen or destroyed in form and substance acceptable to First Financial and, if required by ParentFirst Financial, the posting by such person Person of a bond bond, in such reasonable amount as Parent First Financial may direct direct, as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Exchange Agent shall pay in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate the Merger Consideration with payable in respect to each share of Company the shares of Insight Common Stock formerly represented by such Certificate.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Financial Bancorp /Oh/)
Lost Certificates. If any Certificate shall have been lost, stolen, defaced stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen, defaced stolen or destroyed and, if required by Parentthe Surviving Corporation, the posting by such person of a bond in such reasonable amount as Parent the Surviving Corporation may direct as indemnity against any claim that may be made against the Surviving Corporation it with respect to such Certificate, the Paying Agent shall Parent will issue and pay in respect of exchange for such lost, stolen, defaced stolen or destroyed Certificate (i) a certificate representing the Merger Consideration with respect to each share shares of Parent Common Stock into which the shares of Company Common Stock formerly represented by such CertificateCertificate were converted pursuant to Section 2.1, and (ii) any cash in lieu of fractional shares, and unpaid dividends and distributions on such shares of Parent Common Stock, pursuant to this Agreement.
Appears in 1 contract
