Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 14 contracts
Samples: Agreement and Plan of Merger (Signature Office Reit Inc), Agreement and Plan of Merger (Griffin Capital Essential Asset REIT, Inc.), Agreement and Plan of Merger (Signature Office Reit Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 13 contracts
Samples: Agreement and Plan of Merger (theMaven, Inc.), Agreement and Plan of Merger (Thestreet, Inc.), Agreement and Plan of Merger (Millennial Media Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Fuel Systems Solutions, Inc.), Agreement and Plan of Merger (RCS Capital Corp), Agreement and Plan of Merger (Investors Capital Holdings LTD)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation or Parent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation or Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article IIIII.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Barings BDC, Inc.), Agreement and Plan of Merger (Sierra Income Corp), Agreement and Plan of Merger (Alcentra Capital Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 6 contracts
Samples: Agreement and Plan of Reorganization (Delanco Bancorp, Inc.), Agreement and Plan of Reorganization (BCB Bancorp Inc), Agreement and Plan of Reorganization (WSFS Financial Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III3.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Goodrich Petroleum Corp), Agreement and Plan of Merger (Dawson Geophysical Co), Agreement and Plan of Merger (PharMerica CORP)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD), Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD), Agreement and Plan of Merger (Bentley Pharmaceuticals Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III3.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Santander Holdings USA, Inc.), Agreement and Plan of Merger (Santander Holdings USA, Inc.), Agreement and Plan of Merger (Santander Consumer USA Holdings Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Peoplesoft Inc), Agreement and Plan of Merger (Oracle Corp /De/), Agreement and Plan of Merger (Oracle Corp /De/)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit in form and substance reasonably acceptable to Parent of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person of a bond bond, in such customary and reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Bally Technologies, Inc.), Agreement and Plan of Merger (Scientific Games Corp), Agreement and Plan of Merger (WMS Industries Inc /De/)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 Rubicon Project or the Surviving EntityExchange Agent, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Rubicon Project may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rubicon Project, Inc.), Agreement and Plan of Merger (Telaria, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 Parent or the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as Parent or the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration Consideration, to which the holder thereof is entitled pursuant to this Article III3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Urstadt Biddle Properties Inc), Agreement and Plan of Merger (Regency Centers Lp)
Lost Certificates. If any Certificate shall have has been lost, stolen or destroyed, then 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 the Surviving EntityCorporation or the Paying Agent, the entering into of an indemnity or the posting by such Person of a bond (in such reasonable and customary amount as the Surviving Entity Corporation may direct, ) as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue shall deliver in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Marlborough Software Development Holdings Inc.), Agreement and Plan of Merger (Cybex International Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 Parent or the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as Parent or the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Retail Properties of America, Inc.), Agreement and Plan of Merger (Kite Realty Group, L.P.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit affidavit, in form and substance reasonably acceptable to Parent, of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (P&f Industries Inc), Agreement and Plan of Merger (Hardinge Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed destroyed, and, if to the extent required by Parent or the Surviving EntityExchange Agent, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may directamount, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration and any dividends or other distributions to which the such holder thereof is entitled pursuant to this Article ARTICLE III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chesapeake Lodging Trust), Agreement and Plan of Merger (Park Hotels & Resorts Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article IIIArticle 3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tyson Foods Inc), Agreement and Plan of Merger (Tyson Foods Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article IIIIV.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cole Credit Property Trust Inc), Agreement and Plan of Merger (American Realty Capital Properties, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by UTC or the Surviving EntityExchange Agent, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity UTC may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (United Technologies Corp /De/), Agreement and Plan of Merger (Raytheon Co/)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 and the Surviving Entity, the posting providing of an indemnity by such Person of a bond Person, in such reasonable form and customary amount as the Surviving Entity may directsubstance reasonably satisfactory to Parent, as indemnity against any claim that may be made against it or the Surviving Corporation with respect to such Certificate, the Exchange Agent Surviving Corporation will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration for the Common Stock or Preferred Stock represented by such Certificate to which the such holder thereof is would be entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Verint Systems Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clear Channel Communications Inc), Agreement and Plan of Merger (Clear Channel Communications Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit (in form and substance reasonably acceptable to Parent) of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person of a bond bond, in such customary and reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SHFL Entertainment Inc.), Agreement and Plan of Merger (Bally Technologies, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such customary and reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GXS Worldwide, Inc.), Agreement and Plan of Merger (Open Text Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCompany, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Company may directdirect (but consistent with past practice of the Company), as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Redemption Consideration to which the holder Holder thereof is entitled pursuant to this Article IIIII.
Appears in 2 contracts
Samples: Agreement and Plan of Recapitalization (Nortek Inc), Agreement and Plan of Recapitalization (Nortek Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration applicable merger consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Eci Telecom LTD/), Agreement and Plan of Merger (Eci Telecom LTD/)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation or the Acquiror, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation or the Acquiror may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to Article I or this Article IIIII.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (MidCap Financial Investment Corp), Agreement and Plan of Merger (MidCap Financial Investment Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit affidavit, in form and substance reasonably acceptable to Parent, of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityParent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Compuware Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue shall pay in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Discover Financial Services), Agreement and Plan of Merger (Student Loan Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityREIT II, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity REIT II may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue pay in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (MVP REIT, Inc.), Agreement and Plan of Merger (MVP REIT II, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inland Diversified Real Estate Trust, Inc.), Agreement and Plan of Merger (Kite Realty Group Trust)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III.3. Article 4
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Emergent Group Inc/Ny), Agreement and Plan of Merger (Universal Hospital Services Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityParent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to shares formerly represented by such Certificate as contemplated under this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Real Goods Solar, Inc.), Agreement and Plan of Merger (Real Goods Solar, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityAMH, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity AMH may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration, Fractional Share Consideration and any distributions to which the such holder thereof is entitled pursuant to this Article III.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Homes 4 Rent), Agreement and Plan of Merger (American Residential Properties, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityREIT II, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity REIT II may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue pay in exchange for such lost, stolen or destroyed Certificate the REIT Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Moody National REIT II, Inc.), Agreement and Plan of Merger (Moody National REIT I, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityXxxxxx, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares formerly represented by such Certificate as contemplated under this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (VistaGen Therapeutics, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article ARTICLE III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Westport Innovations Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityParent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares formerly represented by such Certificate as contemplated under this Article III.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit affidavit, in form and substance reasonably acceptable to Parent, of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration applicable merger consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Univision Communications Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such customary and reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 Parent or the Surviving EntityPaying Agent, the posting by such Person of a bond bond, in such reasonable and customary amount as Parent or the Surviving Entity Paying Agent may directdetermine is reasonably necessary, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity Corporation may direct, direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger portion of the Aggregate Consideration to which the holder thereof of such Certificate is entitled pursuant to this Article III3.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Inland Real Estate Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Realty Capital Trust IV, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Per Share Merger Consideration and Redemption Consideration to which the holder thereof is entitled pursuant to this Article ARTICLE III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Digital Generation, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III.Article 3.\
Appears in 1 contract
Samples: Agreement and Plan of Merger (MediaMind Technologies Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may directdirect (but consistent with past practice of the Company), as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration ADSs to which the holder thereof is entitled pursuant to this Article III.I.
Appears in 1 contract
Samples: Agreement and Plan of Merger (DSC Communications Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making execution of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation or the Exchange Agent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration Parent Shares to which the holder thereof is entitled pursuant to this Article III.I.
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Samples: Agreement and Plan of Merger (Fusion Medical Technologies Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation or Parent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation or Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III3.
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Samples: Agreement and Plan of Merger (Realogy Holdings Corp.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.. Section 3.5
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond in such reasonable and customary amount as the Surviving Entity Corporation may direct, direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled deliverable in respect thereof, pursuant to this Article IIIAgreement. ARTICLE III SECTION 3.01.
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Samples: 01 Agreement and Plan of Merger (Federated Investors Inc /Pa/)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCompany, the posting by such Person of a bond bond, in such customary and reasonable and customary amount as the Surviving Entity Company may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article ARTICLE III.
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit affidavit, in form and substance reasonably acceptable to Parent, of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue shall issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III.3. Table of Contents
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Samples: Agreement and Plan of Merger (STG Oms Acquisition Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityParent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares formerly represented by such Certificate as contemplated under this Article III.
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III3.
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityParent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to shares of Company Common Stock formerly represented by such Certificate, as contemplated under this Article III.2. ARTICLE 3
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCompany, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Company may direct, as indemnity against any claim that may be made against it the Surviving Company with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gilat Satellite Networks LTD)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to this Article ARTICLE III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Smart & Final Inc/De)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which the holder thereof is entitled pursuant to this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Realty Capital Global Trust II, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving EntityCorporation, the posting by such Person person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration and Recapitalization Cash Portion to which the holder thereof is entitled pursuant to this Article III.
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Samples: Agreement and Plan of Merger (Mips Technologies Inc)
Lost Certificates. If In the event that any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCompany or the Exchange Agent, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity Company or the Exchange Agent may direct, require as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue issue, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which the holder thereof is entitled Per Share Amount payable pursuant to this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Community Properties Trust)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the REIT Surviving Entity, the posting by such Person of a bond in such reasonable and customary amount as the REIT Surviving Entity may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the portion of the REIT Merger Consideration to which the holder thereof is entitled pursuant to this Article III3.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Landmark Apartment Trust, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityCorporation, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall pay, in exchange for such lost, stolen or destroyed Certificate Certificate, the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III.3. ARTICLE 4
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Samples: Agreement and Plan of Merger (Tyco Electronics Ltd.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit of that fact by the Person claiming such Certificate to be lost, stolen or destroyed destroyed, and, if to the extent required by Parent or the Surviving EntityExchange Agent, the posting by such Person of a bond in such reasonable and customary amount as the Surviving Entity may directamount, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration, Fractional Share Consideration and any dividends or distributions to which the such holder thereof is entitled pursuant to this Article III.
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then 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 the Surviving EntityParent, the posting by such Person of a bond bond, in such reasonable and customary amount as the Surviving Entity Parent may direct, as indemnity against any claim that may be made against it with respect to such lost, stolen or destroyed Certificate, the Exchange Disbursing Agent will issue shall deliver in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which be paid in respect of the holder thereof is entitled pursuant to Shares represented by such Certificate, as contemplated by this Article III.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Firstcity Financial Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, then upon the making of an affidavit in form and substance reasonably acceptable to the Paying Agent of that fact by the Person claiming such Certificate to be lost, stolen or destroyed and, if reasonably required by Parent or the Surviving EntityCorporation, the posting by such Person of a bond bond, in such customary and reasonable and customary amount as the Surviving Entity Corporation may direct, as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Paying Agent will issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration to which the holder thereof is entitled pursuant to Consideration, as provided in this Article III, in respect thereof.
Appears in 1 contract
