Common use of Mechanics of Exchange Clause in Contracts

Mechanics of Exchange. (a) At the Closing, each Shareholder shall surrender the certificate or certificates that immediately prior to the Closing represented the Shares (the "Certificates") to the exchange agent designated by YZL, duly executed by such Shareholder for transfer to YZL, in exchange for the Acquisition Shares and the Cash Component. (b) At the Closing YZL shall deliver, or cause to be delivered, to each Shareholder a promissory note representing such portion of the Cash Component due such Shareholder and promptly after the Closing shall cause to be delivered to each Shareholder the portion of the Acquisition Shares due to such Shareholder.

Mechanics of Exchange. (a) At the Closing, each Shareholder shall surrender the certificate or certificates that immediately prior to the Closing represented the Shares owned by such Shareholder (the "Certificates") to the exchange agent designated by YZL, duly executed by such Shareholder for transfer to YZL, YZL in exchange for the Acquisition Shares and the Cash Component. (b) At the Closing closing YZL shall deliver, or cause to be delivered, deliver to each Shareholder a promissory note of YZL representing such portion of the Cash Component due such Shareholder and promptly after the Closing shall cause to be delivered to each Shareholder the portion of the Acquisition Shares 714,285 shares of UTVG due to such Shareholder.