Common use of Lost or Stolen Certificates Clause in Contracts

Lost or Stolen Certificates. If any holder of PBF Common Stock convertible into the right to receive shares of ANB Common Stock is unable to deliver the PBF Certificate that represents PBF Common Stock, the Exchange Agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB that any such PBF Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB to indemnify and hold ANB and the Exchange Agent harmless; and (c) evidence satisfactory to ANB that such person is the owner of the shares theretofore represented by each PBF Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF Certificate for exchange pursuant to this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Alabama National Bancorporation), Agreement and Plan of Merger (P B Financial Services Corp)

AutoNDA by SimpleDocs

Lost or Stolen Certificates. If any holder of PBF FCB Common Stock convertible into the right to receive shares of ANB Common Stock is unable to deliver the PBF FCB Certificate that represents PBF FCB Common Stock, the Exchange Agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB that any such PBF FCB Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB to indemnify and hold ANB and the Exchange Agent harmless; and (c) evidence satisfactory to ANB that such person is the owner of the shares theretofore represented by each PBF FCB Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF FCB Certificate for exchange pursuant to this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Florida Choice Bankshares, Inc.), Agreement and Plan of Merger (Alabama National Bancorporation)

Lost or Stolen Certificates. If any holder of PBF IRBC Common Stock convertible into the right to receive shares of ANB Common Stock is unable to deliver the PBF IRBC Certificate that represents PBF IRBC Common Stock, the Exchange Agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB that any such PBF IRBC Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB to indemnify and hold ANB and the Exchange Agent harmless; and (c) evidence satisfactory to ANB that such person is the owner of the shares theretofore represented by each PBF IRBC Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF IRBC Certificate for exchange pursuant to this Agreement.

Appears in 2 contracts

Samples: Employment Agreement (Alabama National Bancorporation), Employment Agreement (Indian River Banking Company)

Lost or Stolen Certificates. If any holder of PBF PB Common Stock convertible into the right to receive shares of ANB NCC Common Stock or cash is unable to deliver the PBF PB Certificate that represents PBF PB Common Stock, the Exchange AgentNCC shall instruct its registrar and transfer agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to make appropriate book entries with respect to such holder for the shares of ANB NCC Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB NCC that any such PBF PB Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB NCC to indemnify and hold ANB NCC and the Exchange Agent harmless; and (c) evidence satisfactory to ANB NCC that such person Person is the owner of the shares theretofore represented by each PBF PB Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person Person who would be entitled to present such PBF PB Certificate for exchange pursuant to this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (National Commerce Corp)

Lost or Stolen Certificates. If any holder of PBF BANK Common Stock convertible into the right to receive shares of ANB TIB Common Stock is unable to deliver the PBF BANK Certificate that represents PBF BANK Common Stock, the Exchange Agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB TIB Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB TIB that any such PBF BANK Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB TIB to indemnify and hold ANB TIB and the Exchange Agent harmless; and (c) evidence satisfactory to ANB TIB that such person is the owner of the shares theretofore represented by each PBF BANK Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF BANK Certificate for exchange pursuant to this Agreement.

Appears in 1 contract

Samples: Plan of Merger and Merger Agreement (Tib Financial Corp.)

AutoNDA by SimpleDocs

Lost or Stolen Certificates. If any holder of PBF VBI Common Stock convertible into the right to receive shares of ANB CBF Common Stock is unable to deliver the PBF VBI Certificate that represents PBF VBI Common Stock, the Exchange Agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB CBF Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB CBF that any such PBF VBI Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB CBF to indemnify and hold ANB CBF and the Exchange Agent harmless; and (c) evidence satisfactory to ANB CBF that such person is the owner of the shares theretofore represented by each PBF VBI Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF VBI Certificate for exchange pursuant to this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Centerstate Banks of Florida Inc)

Lost or Stolen Certificates. If any holder of PBF BHC Common Stock convertible into the right to receive shares of ANB Newco-PLC Common Stock is unable to deliver the PBF BHC Certificate that represents PBF BHC Common Stock, BHC and the Exchange AgentStockholder Representative, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB Newco-PLC Common Stock to which the holder is entitled for such shares of BHC Common Stock upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB Protective that any such PBF BHC Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB Protective to indemnify and hold ANB and the Exchange Agent Protective harmless; and (c) evidence satisfactory to ANB Protective that such person is the owner of the shares theretofore represented by each PBF BHC Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF BHC Certificate for exchange pursuant to this Agreement.

Appears in 1 contract

Samples: Transaction Agreement (Protective Life Corp)

Lost or Stolen Certificates. If any holder of PBF HBI Common Stock convertible into the right to receive shares of ANB JBI Common Stock is unable to deliver the PBF HBI Certificate that represents PBF HBI Common Stock, the Exchange Agent, in the absence of actual notice that any such shares have been acquired by a bona fide purchaser, shall deliver to such holder the shares of ANB JBI Common Stock to which the holder is entitled for such shares upon presentation of the following: (a) evidence to the reasonable satisfaction of ANB JBI that any such PBF HBI Certificate has been lost, wrongfully taken or destroyed; (b) such security or indemnity as may be reasonably requested by ANB JBI to indemnify and hold ANB JBI and the Exchange Agent harmless; and (c) evidence satisfactory to ANB JBI that such person is the owner of the shares theretofore represented by each PBF HBI Certificate claimed by the holder to be lost, wrongfully taken or destroyed and that the holder is the person who would be entitled to present such PBF HBI Certificate for exchange pursuant to this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jacksonville Bancorp Inc /Fl/)

Time is Money Join Law Insider Premium to draft better contracts faster.