No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 15 contracts
Samples: Merger Agreement (Natus Medical Inc), Merger Agreement (Mobileiron, Inc.), Merger Agreement (Instructure Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 15 contracts
Samples: Merger Agreement (Valley Telephone Co., LLC), Merger Agreement (Knology Inc), Merger Agreement (Sonosite Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 13 contracts
Samples: Merger Agreement (Mattson Technology Inc), Merger Agreement (Cypress Semiconductor Corp /De/), Merger Agreement (Cypress Semiconductor Corp /De/)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, Merger Sub, the Surviving Corporation Company or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 11 contracts
Samples: Merger Agreement (Ultra Clean Holdings, Inc.), Merger Agreement (Ultra Clean Holdings, Inc.), Merger Agreement
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 9 contracts
Samples: Merger Agreement (Augmedix, Inc.), Merger Agreement (Rover Group, Inc.), Merger Agreement
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Stockholder for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 6 contracts
Samples: Merger Agreement (Skullcandy, Inc.), Merger Agreement (Mill Road Capital II, L.P.), Merger Agreement (Mill Road Capital II, L.P.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 6 contracts
Samples: Merger Agreement (New Relic, Inc.), Merger Agreement (Tessco Technologies Inc), Merger Agreement (Castlight Health, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 5 contracts
Samples: Merger Agreement (Lattice Semiconductor Corp), Merger Agreement (Sandisk Corp), Merger Agreement (Fusion-Io, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, Merger Sub, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 5 contracts
Samples: Merger Agreement, Merger Agreement (Intermolecular Inc), Merger Agreement (Raptor Pharmaceutical Corp)
No Liability. Notwithstanding Subject to applicable Law and notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 5 contracts
Samples: Merger Agreement (Perficient Inc), Merger Agreement (Quotient Technology Inc.), Merger Agreement (Cvent Holding Corp.)
No Liability. Notwithstanding anything Subject to the contrary set forth in this Agreementapplicable Law, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 5 contracts
Samples: Merger Agreement (Kaleyra, Inc.), Merger Agreement (Oak Street Health, Inc.), Merger Agreement (CVS HEALTH Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock Capital Stock, for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 5 contracts
Samples: Merger Agreement (Carrols Restaurant Group, Inc.), Merger Agreement (Restaurant Brands International Limited Partnership), Merger Agreement (Chico's Fas, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Parent Common Stock or Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaws.
Appears in 4 contracts
Samples: Merger Agreement (Emc Corp), Merger Agreement (Emc Corp), Merger Agreement (Emc Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 4 contracts
Samples: Merger Agreement (Itron Inc /Wa/), Merger Agreement (Silver Spring Networks Inc), Merger Agreement (Microchip Technology Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawApplicable Law.
Appears in 3 contracts
Samples: Merger Agreement (Microsemi Corp), Merger Agreement (Microchip Technology Inc), Merger Agreement (Standard Microsystems Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawApplicable Law.
Appears in 3 contracts
Samples: Merger Agreement (Rofin Sinar Technologies Inc), Merger Agreement (Coherent Inc), Merger Agreement (Pervasive Software Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 3 contracts
Samples: Merger Agreement (SCSF Equities, LLC), Merger Agreement (Kellwood Co), Merger Agreement (Kellwood Co)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock Stock, for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Squarespace, Inc.), Merger Agreement (HireRight Holdings Corp), Merger Agreement (EngageSmart, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Merger Agreement (C&d Technologies Inc), Merger Agreement (Collegiate Funding Services Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation Company or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (China Yida Holding, Co.), Merger Agreement (China Yida Holding, Co.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Parent Common Stock or Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Market Leader, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Exchange Agent, the Surviving Corporation Corporation, or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Stockholder for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Merger Agreement (Roku, Inc), Merger Agreement (FireEye, Inc.)
No Liability. Notwithstanding anything Subject to the contrary set forth in this Agreementapplicable Law, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Darden Restaurants Inc), Merger Agreement (Atlas Technical Consultants, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation Entity or any other Party will party hereto shall be liable to a holder of shares of Parent Common Stock or Company Common Stock or Eligible Derivative Securities for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLegal Requirements.
Appears in 2 contracts
Samples: Merger Agreement (Transwitch Corp /De), Merger Agreement (Centillium Communications Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock Stock, for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (R1 RCM Inc. /DE), Merger Agreement (R1 RCM Inc. /DE)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, Acquisition Sub, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares Company Shares in respect of Company Common Stock for any amount properly paid amounts that would otherwise have been payable in respect of any Certificates or Uncertificated Shares from the Exchange Fund delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Receptos, Inc.), Merger Agreement (Celgene Corp /De/)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, Purchaser, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Parent Common Stock or Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaws.
Appears in 2 contracts
Samples: Merger Agreement (Ramtron International Corp), Merger Agreement (Cypress Semiconductor Corp /De/)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw or Order.
Appears in 2 contracts
Samples: Merger Agreement (Hewlett Packard Co), Merger Agreement (3com Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, subject to applicable Law, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Haynes International Inc), Merger Agreement (Haynes International Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parentthe Parent Entities, the Surviving LLC, the Surviving Corporation or any other Party will be liable to a holder of Holdings Units or shares of Company Common Stock Capital Stock, as applicable, for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pluralsight, Inc.), Merger Agreement (Pluralsight, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zymergen Inc.), Merger Agreement (Ginkgo Bioworks Holdings, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, LKQ, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares, Company Options or Company Restricted Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (LKQ Corp), Merger Agreement (Coast Distribution System Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Thoughtworks Holding, Inc.), Merger Agreement
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Exchange Agent, the Surviving Corporation or Corporation, nor any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Stockholder for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Salesforce Com Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock the Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Cintas Corp), Merger Agreement (G&k Services Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Parent Common Stock or Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLegal Requirements.
Appears in 2 contracts
Samples: Merger Agreement (Sirenza Microdevices Inc), Merger Agreement (Micro Linear Corp /Ca/)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation Company or any other Party will be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Diversey Holdings, Ltd.), Merger Agreement (Cision Ltd.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of Parent, Merger Sub, the Payment Paying Agent, Parent, the Surviving Corporation Corporation, the Stockholder Representative or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Stockholder for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLegal Requirement.
Appears in 2 contracts
Samples: Merger Agreement (Simulations Plus, Inc.), Merger Agreement (Coupa Software Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation Company or any other Party will be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Electronics for Imaging Inc), Merger Agreement (Travelport Worldwide LTD)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or nor any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Jive Software, Inc.), Merger Agreement (E2open Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Depositary, Parent, the Surviving Corporation Company or any other Party will shall be liable to a holder of shares of Company Common Stock Shares (including Company Shares represented by ADSs), Company Options or Company Restricted Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (iDreamSky Technology LTD), Merger Agreement (Bona Film Group LTD)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, Merger Sub, the Surviving Corporation Company or any other Party will party shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Enzymotec Ltd.), Merger Agreement (Frutarom LTD)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, subject to applicable Law, none of the Payment Exchange Agent, Parent, the Surviving Corporation or any other Party will shall be liable to a holder of shares of Company Common Capital Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Infinera Corp), Merger Agreement (Nokia Corp)
No Liability. Notwithstanding anything to the contrary set forth in this AgreementAgreement but subject to compliance with this Article III, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Exar Corp), Merger Agreement (Maxlinear Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation or any other Party will shall be liable to a holder of shares of Company Common Stock Stockholder for any amount properly paid to a public official pursuant to any applicable abandoned property, unclaimed property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Merger Agreement (Elanco Animal Health Inc), Merger Agreement (Aratana Therapeutics, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation Company or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawApplicable Law.
Appears in 2 contracts
Samples: Merger Agreement (Microchip Technology Inc), Merger Agreement (Micrel Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, Merger Sub, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Merger Agreement (Black Box Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation Corporation, or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaws.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Capital Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
Samples: Merger Agreement (SoftBrands, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, Acquisition Sub, the Surviving Corporation or nor any other Party will shall be liable to a holder of shares of Company Common Stock for in respect of any amount properly paid amounts that would otherwise have been payable in respect of any Certificates or Uncertificated Shares from the Exchange Fund delivered to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding Subject to applicable Law, and notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Class A Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation Company or any other Party will be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
Samples: Merger Agreement (Tufin Software Technologies Ltd.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, BV Sub, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of capital stock or other securities of the Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawApplicable Laws.
Appears in 1 contract
Samples: Merger Agreement (Navteq Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
Samples: Merger Agreement (Fx Energy Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, Merger Sub, the Surviving Corporation Company or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Ordinary Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party party hereto will be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawApplicable Law.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a Stockholder or holder of shares of a Company Common Stock Warrant for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, ParentThermage, the Surviving Corporation Company or any other Party will party hereto shall be liable to a holder of shares of Company Thermage Common Stock or Reliant Capital Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or other similar lawLegal Requirement.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Thermage Inc)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation or nor any other Party will party hereto shall be liable to a holder of shares of Company Common Capital Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 1 contract
Samples: Merger Agreement (Audience Inc)
No Liability. Notwithstanding Subject to applicable Law, and notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, the Surviving Corporation Company or any other Party will shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
Samples: Merger Agreement (China Customer Relations Centers, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Guarantor, Parent, Merger Sub, the Surviving Corporation or nor any other Party will shall be liable to a holder of shares of Company Common Stock any Person for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Exchange Agent, Parent, the Surviving Corporation Corporation, or any other Party will party hereto shall be liable to a holder of shares of Parent Common Stock or Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawlaws.
Appears in 1 contract
Samples: Merger Agreement (Open Text Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a Stockholder or holder of shares of a Company Common Stock Warrant for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will be liable to a holder of shares of Company Common Stock Stock, for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.. 28
Appears in 1 contract
Samples: Merger Agreement (Squarespace, Inc.)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Paying Agent, Parent, Company, Merger Sub, the Surviving Corporation Company, any Payor or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock Shares for any amount properly paid in good faith to a public official pursuant to any applicable abandoned property, escheat or similar lawLaw.
Appears in 1 contract
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock or Company Options for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 1 contract
Samples: Merger Agreement (Proginet Corp)
No Liability. Notwithstanding anything to the contrary set forth in this Agreement, none of the Payment Agent, Parent, the Surviving Corporation or any other Party will party hereto shall be liable to a holder of shares of Company Common Stock for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar lawLegal Requirement.
Appears in 1 contract
