Common use of Mailing of Transmittal Material Clause in Contracts

Mailing of Transmittal Material. As promptly as practicable, but in no event later than five (5) business days prior to the effective time, Helix will deliver, or cause to be delivered, to the exchange agent all information which is reasonably necessary for the exchange agent to perform its obligations as specified herein. As promptly as practicable after the effective time, but in no event later than three (3) business days following the effective time, Forian will cause the exchange agent to mail and otherwise make available to each holder of record of Helix common stock, a notice and a form of letter of transmittal, in a form reasonably acceptable to Helix (which will specify that delivery will be effected, and risk of loss and title to such certificate(s) theretofore representing shares of Helix common stock will 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 instructions and procedure for surrendering to the exchange agent such certificate(s) or book-entry shares in exchange for book-entry shares representing the number of whole shares of Forian common stock which the shares of Helix common stock represented by such certificate(s) or book-entry shares will have been converted into the right to receive pursuant to the merger agreement as well as any dividends or distributions to be paid in respect of such shares pursuant to the merger agreement. 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 Helix common stock covered thereby, subject to the provisions below – ‘‘Exchange Agent Deliveries’’.

Mailing of Transmittal Material. As promptly as practicableThe agent designated by Parent (who, but in no event later if different than five (5) business days prior Parent’s then serving registrar and transfer agent, is reasonably acceptable to the effective time, Helix will deliver, or cause Company) to be delivered, to act as the exchange agent all information which is reasonably necessary for purposes of the exchange agent to perform its obligations as specified herein. As promptly as practicable after Merger (the effective time“Exchange Agent”) shall, but in no event later than three (3) business days following the effective time, Forian will and Parent shall cause the exchange agent to Exchange Agent to, mail and otherwise make available or deliver to each holder of record of Helix common stockCompany Common Stock not later than 10 days following mailing of the Proxy Statement, a notice and a form of letter of transmittal, in a form reasonably acceptable to Helix transmittal (which will shall specify that delivery will shall be effected, and risk of loss and title to such certificate(sCertificate(s) theretofore representing shares of Helix common stock will Company Common Stock shall pass, only upon proper delivery of such certificate(sCertificate(s) to the exchange agent Exchange Agent or transfer of bookBook-entry shares Entry Shares to the exchange agent), Exchange Agent and which shall have been approved in form by the Company) advising such holder of the effectiveness of the merger and the instructions and procedure for surrendering to the exchange agent Exchange Agent such certificate(sCertificate(s) or bookBook-entry shares Entry Shares in exchange for bookthe consideration to which such holder may be entitled pursuant to Section 3.01(b) hereof deliverable in respect thereof pursuant to this Agreement. For those holders of Company Common Stock who have not surrendered a properly completed letter of transmittal and Certificate(s) or Book-entry shares representing the number of whole shares of Forian common stock which Entry Shares evidencing the shares of Helix common stock represented by such certificate(s) or book-entry shares will have been converted into the right to receive pursuant Company Common Stock prior to the merger agreement as well as any dividends or distributions to be paid in respect of Effective Time, the Exchange Agent shall send such shares pursuant to the merger agreement. A holders another 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 Helix common stock covered thereby, subject to promptly following the provisions below – ‘‘Exchange Agent Deliveries’’Closing.

Mailing of Transmittal Material. As promptly as practicable, but in no event later than five (5) business days Business Days prior to the effective timeEffective Time, Helix the Company will deliver, or cause to be delivered, to the exchange agent Exchange Agent all information which is reasonably necessary for the exchange agent Exchange Agent to perform its obligations as specified herein. As promptly as practicable after the effective timeEffective Time, but in no event later than three (3) business days Business Days following the effective timeEffective Time, Forian will Parent shall cause the exchange agent Exchange Agent to mail and otherwise make available to each holder of record of Helix common stockCompany Common Stock, a notice and a form of letter of transmittal, in a form reasonably acceptable to Helix the Company (which will shall specify that delivery will shall be effected, and risk of loss and title to such certificate(sCertificate(s) theretofore representing shares of Helix common stock will Company Common Stock shall pass, only upon proper delivery of such certificate(sCertificate(s) to the exchange agent Exchange Agent or transfer of bookBook-entry shares Entry Shares to the exchange agentExchange Agent), advising such holder of the effectiveness of the merger Merger and the instructions and procedure for surrendering to the exchange agent Exchange Agent such certificate(sCertificate(s) or bookBook-entry shares Entry Shares in exchange for book-entry shares representing the number of whole shares of Forian common stock Parent Common Stock which the shares of Helix common stock Company Common Stock represented by such certificate(sCertificate(s) or bookBook-entry shares will Entry Shares shall have been converted into the right to receive pursuant to the merger agreement this Agreement as well as any dividends or distributions to be paid in respect of such shares pursuant to the merger agreementthis Agreement. A letter of transmittal will be properly completed only if accompanied by a certificate Certificate or certificates Certificates or instructions to transfer bookBook-entry shares Entry Shares representing all shares of Helix common stock Company Common Stock covered thereby, subject to the provisions below – ‘‘Exchange Agent Deliveries’’of Section 2.02(d).

Mailing of Transmittal Material. As promptly as practicable, but in no event later than five (5) business days prior to Provided that the effective time, Helix will deliverCompany has delivered, or cause caused to be delivered, to the an independent exchange agent selected by First Foundation and reasonably acceptable to the Company (the “Exchange Agent”) all information which is reasonably necessary for the exchange agent Exchange Agent to perform its obligations as specified herein. As , the Exchange Agent shall, promptly as practicable after following the effective time, Closing Date (but in no event later more than three five (35) business days following Business Days after the effective timeClosing Date), Forian will cause the exchange agent to mail and otherwise make available to each holder of record of Helix common stockCompany Capital Stock, a notice and a form of letter of transmittal, in a form reasonably acceptable to Helix to, and approved in writing by, the Company (which will shall specify that delivery will shall be effected, and risk of loss and title to such certificate(sCertificate(s) theretofore representing shares of Helix common stock will Company Capital Stock shall pass, only upon proper delivery of such certificate(sCertificate(s) to the exchange agent Exchange Agent or transfer of bookBook-entry shares Entry Shares to the exchange agentExchange Agent), advising such holder of the effectiveness of the merger Merger and the instructions and procedure for surrendering to the exchange agent Exchange Agent such certificate(sCertificate(s) or bookBook-entry shares Entry Shares in exchange for book-entry shares representing a portion of the number of whole shares of Forian common stock Merger Consideration to which the shares of Helix common stock represented by such certificate(s) or book-entry shares will have been converted into the right to receive holder may be entitled pursuant to the merger agreement as well as any dividends or distributions to be paid in respect of such shares pursuant to the merger agreementSection 3.01(b) hereof. A letter of transmittal will be properly completed only if accompanied by a certificate Certificate or certificates Certificates or instructions to transfer bookBook-entry shares Entry Shares representing all shares of Helix common stock Company Capital Stock covered thereby, subject to the provisions below – ‘‘Exchange Agent Deliveries’’.of Section 3.02(d). ​