Common use of Mailing of Transmittal Material Clause in Contracts

Mailing of Transmittal Material. Provided that Grandpoint has delivered, or caused to be delivered, to the agent designated by PPBI (who, if different than PPBI’s or Grandpoint’s then serving registrar and transfer agent, is reasonably acceptable to Grandpoint) (the “Exchange Agent”) all information which is reasonably necessary for the Exchange Agent to perform its obligations as specified herein, the Exchange Agent shall, as promptly as practicable following the Effective Date (but in no event more than three (3) Business Days after the Effective Date), mail and otherwise make available to each holder of record of Grandpoint Common Stock, a notice and a form of letter of transmittal, in a form reasonably acceptable to Grandpoint (which shall specify that delivery shall be effected, and risk of loss and title to such Certificate(s) theretofore representing shares of Grandpoint Common Stock shall pass, only upon proper delivery of such Certificate(s) to the Exchange Agent or transfer of Book-Entry Shares to the Exchange Agent), advising such holder of the effectiveness of the Merger and the procedure for surrendering to the Exchange Agent such Certificate(s) or Book-Entry Shares in exchange for the Merger Consideration to which such holder may be entitled pursuant to Section 3.01(b) hereof. A letter of transmittal will be properly completed only if accompanied by a Certificate or Certificates or instructions to transfer Book-Entry Shares representing all shares of Grandpoint Common Stock covered thereby, subject to the provisions of paragraph (d) of this Section 3.02.

Appears in 1 contract

Samples: Bank Merger Agreement (Pacific Premier Bancorp Inc)

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Mailing of Transmittal Material. Provided that Grandpoint Valley has delivered, or caused to be delivered, to the an independent exchange agent designated selected by PPBI (who, if different than PPBI’s or Grandpoint’s then serving registrar Trico and transfer agent, is reasonably acceptable to Grandpoint) Valley (the “Exchange Agent”) all information which is reasonably necessary for the Exchange Agent to perform its obligations as specified herein, the Exchange Agent shall, as promptly as practicable following the Effective Closing Date (but in no event more than three five (35) Business Days after the Effective Closing Date), mail and otherwise make available to each holder of record of Grandpoint Valley Common StockStock (other than holders of Excluded Shares and Dissenting Shares), a notice and a form of letter of transmittal, in a form reasonably acceptable to Grandpoint to, and approved in writing by, Valley (which shall specify that delivery shall be effected, and risk of loss and title to such Certificate(s) theretofore representing shares of Grandpoint Valley Common Stock shall pass, only upon proper delivery of such Certificate(s) to the Exchange Agent or transfer of Book-Entry Shares to the Exchange Agent), advising such holder of the effectiveness of the Merger and the procedure for surrendering to the Exchange Agent such Certificate(s) or Book-Entry Shares in exchange for the portion of the Merger Consideration to which such holder may be entitled pursuant to Section 3.01(b) hereof. A letter of transmittal will be properly completed only if accompanied by a Certificate or Certificates or instructions to transfer Book-Entry Shares representing all shares of Grandpoint Valley Common Stock covered thereby, subject to the provisions of paragraph (d) of this Section 3.023.02(d).

Appears in 1 contract

Samples: Bank Merger Agreement (Trico Bancshares /)

Mailing of Transmittal Material. Provided that Grandpoint Plaza has delivered, or caused to be delivered, to the agent designated by PPBI (who, if different than PPBI’s or GrandpointPlaza’s then serving registrar and transfer agent, is reasonably acceptable to GrandpointPlaza) (the “Exchange Agent”) all information which is reasonably necessary for the Exchange Agent to perform its obligations as specified herein, the Exchange Agent shall, as promptly as practicable following the Effective Date (but in no event more than three (3) Business Days after the Effective Date), mail and otherwise make available to each holder of record of Grandpoint Plaza Common Stock, a notice and a form of letter of transmittal, in a form reasonably acceptable to Grandpoint Plaza (which shall specify that delivery shall be effected, and risk of loss and title to such Certificate(s) theretofore representing shares of Grandpoint Plaza Common Stock shall pass, only upon proper delivery of such Certificate(s) to the Exchange Agent or transfer of Book-Entry Shares to the Exchange Agent), advising such holder of the effectiveness of the Merger and the procedure for surrendering to the Exchange Agent such Certificate(s) or Book-Entry Shares in exchange for the Merger Consideration to which such holder may be entitled pursuant to Section 3.01(b) hereof. A letter of transmittal will be properly completed only if accompanied by a Certificate or Certificates or instructions to transfer Book-Entry Shares representing all shares of Grandpoint Plaza Common Stock covered thereby, subject to the provisions of paragraph (d) of this Section 3.02.. (b)

Appears in 1 contract

Samples: Execution Copy Agreement and Plan of Reorganization (Pacific Premier Bancorp Inc)

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Mailing of Transmittal Material. Provided that Grandpoint Severn has delivered, or caused to be delivered, to the agent designated by PPBI SHBI (who, if different than PPBISHBI’s or GrandpointSevern’s then serving registrar and transfer agent, is reasonably acceptable to GrandpointSevern) (the “Exchange Agent”) all information which is reasonably necessary for the Exchange Agent to perform its obligations as specified herein, the Exchange Agent shall, as promptly as practicable following the Effective Date (but in no event more than three five (35) Business Days after the Effective Date), mail and otherwise make available to each holder of record of Grandpoint Severn Common Stock, a notice and a form of letter of transmittal, in a form reasonably acceptable to Grandpoint Severn (which shall specify that delivery shall be effected, and risk of loss and title to such Certificate(s) theretofore representing shares of Grandpoint Severn Common Stock shall pass, only upon proper delivery of such Certificate(s) to the Exchange Agent or transfer of Book-Entry Shares to the Exchange Agent), advising such holder of the effectiveness of the Merger and the procedure for surrendering to the Exchange Agent such Certificate(s) or Book-Entry Shares in exchange for the Merger Consideration to which such holder may be entitled pursuant to Section 3.01(b) hereof. A letter of transmittal will be properly completed only if accompanied by a Certificate or Certificates or instructions to transfer Book-Entry Shares representing all shares of Grandpoint Severn Common Stock covered thereby, subject to the provisions of paragraph (d) of this Section 3.02.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Severn Bancorp Inc)

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