Common use of No Liability Clause in Contracts

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 20 contracts

Samples: Merger Agreement (SemGroup Corp), Agreement and Plan of Merger (Energy Transfer LP), Merger Agreement

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No Liability. Notwithstanding anything to the contrary set forth in this Agreement to the contraryAgreement, none of the CompanyPayment Agent, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Corporation or any other person party hereto shall be liable to any former a holder of Company Shares for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 18 contracts

Samples: Merger Agreement (Brookfield Property Partners L.P.), Merger Agreement (Brookfield Asset Management Inc.), Merger Agreement (GGP Inc.)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 17 contracts

Samples: Merger Agreement (Hallwood Group Inc), Merger Agreement (Hallwood Trust /Tx/), Merger Agreement (Venoco, Inc.)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 12 contracts

Samples: Merger Agreement (Volt Information Sciences, Inc.), Merger Agreement (Sanderson Farms Inc), Merger Agreement (Envision Healthcare Corp)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 8 contracts

Samples: Merger Agreement (ProSight Global, Inc.), Merger Agreement (Kroger Co), Merger Agreement (Harris Teeter Supermarkets, Inc.)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 6 contracts

Samples: Merger Agreement (DPL Inc), Merger Agreement (Williams Companies Inc), Merger Agreement (Williams Companies Inc)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares shares of Company Common Stock for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 5 contracts

Samples: Merger Agreement (Smartsheet Inc), Merger Agreement (UserTesting, Inc.), Merger Agreement (Sailpoint Technologies Holdings, Inc.)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares shares of Company Common Stock for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 4 contracts

Samples: Merger Agreement (Lufkin Industries Inc), Merger Agreement (Merisel Inc /De/), Merger Agreement (American Capital Strategies LTD)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Subthe Purchaser, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Common Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 4 contracts

Samples: Merger Agreement (Infocus Corp), Merger Agreement (Tektronix Inc), Merger Agreement (Raven Acquisition Corp.)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parentthe ETP Parties, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 4 contracts

Samples: Merger Agreement, Merger Agreement (Energy Transfer Partners, L.P.), Merger Agreement (Energy Transfer Partners, L.P.)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 4 contracts

Samples: Merger Agreement (Fitlife Brands, Inc.), Merger Agreement (iSatori, Inc.), Merger Agreement (GenOn Energy, Inc.)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Silverleaf Resorts Inc), Agreement and Plan of Merger (Silverleaf Resorts Inc)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall Person will be liable to any former holder of Common Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement (American Greetings Corp), Merger Agreement (American Greetings Corp), Merger Agreement (American Greetings Corp)

No Liability. Notwithstanding anything in this Agreement to the contrary, none None of the Company, Parent, Merger Sub, the Surviving CorporationCompany, the Exchange Surviving Company, the Depositary or the Paying Agent or any other person shall be liable to any former holder holders of the Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar LawLaws.

Appears in 3 contracts

Samples: Merger Agreement (China Nepstar Chain Drugstore Ltd.), Merger Agreement (Simcere Pharmaceutical Group), Merger Agreement (Ren Jinsheng)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Parent or Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement (Atlas Capital Holdings, Inc.), Merger Agreement (Medianet Group Technologies Inc), Agreement and Plan of Merger (Medianet Group Technologies Inc)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement (Span America Medical Systems Inc), Merger Agreement (Thermo Fisher Scientific Inc.), Agreement and Plan of Merger (Dionex Corp /De)

No Liability. Notwithstanding anything in this Agreement to the contrary, none None of the Company, Parent, Merger Sub, the Surviving Corporation, the Company or the Exchange Agent Agent, or any other person employee, officer, director, agent or Affiliate thereof, shall be liable to any former holder Person in respect of Shares for any amount properly the Common Stock Consideration or Fractional Share Consideration, as applicable, from the Payment Fund delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement (Remark Media, Inc.), Merger Agreement (Banks.com, Inc.), Merger Agreement (Remark Media, Inc.)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares, Company Stock Options or Restricted Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement (Safenet Inc), Merger Agreement (Stealth Acquisition Corp.), Merger Agreement (Boston Communications Group Inc)

No Liability. Notwithstanding anything to the contrary set forth in this Agreement to the contraryAgreement, none of the CompanyPaying Agent, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Corporation or any other person party hereto shall be liable to any former a holder of Company Shares as of immediately prior to the Effective Time for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 3 contracts

Samples: Merger Agreement (Icosavax, Inc.), Merger Agreement (Cerevel Therapeutics Holdings, Inc.), Merger Agreement (Prometheus Biosciences, Inc.)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall Person will be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Eastman Chemical Co), Agreement and Plan of Merger (TAMINCO Corp)

No Liability. Notwithstanding anything in any provision of this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Company, Surviving Corporation, Corporation or the Exchange Agent or any other person shall be liable to any former holder Person in respect of Shares for any amount properly Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar Lawlaw.

Appears in 2 contracts

Samples: Merger Agreement (Intac International Inc), Merger Agreement (Intac International Inc)

No Liability. Notwithstanding anything to the contrary set forth in this Agreement to the contraryAgreement, none of the CompanyExchange Agent, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Corporation or any other person shall Party will be liable to any former a holder of Shares Company Securities for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Leonardo DRS, Inc.), Merger Agreement (Rada Electronic Industries LTD)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares shares of Common Stock for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (MWI Veterinary Supply, Inc.), Merger Agreement (Amerisourcebergen Corp)

No Liability. Notwithstanding anything in any provision of this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Company or the Exchange Agent or any other person shall be liable to any former holder of Shares Person for any amount properly Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Talen Energy Supply, LLC), Merger Agreement (Forest Laboratories Inc)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Parent, Merger Sub, Sub or the Surviving Corporation, the Exchange Agent or any other person Corporation shall be liable to any former holder of Shares Company Stock or Company Options for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Proquest Co), Merger Agreement (Click Commerce Inc)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving CorporationCompany, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Company Common Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law, and any such amounts will be treated for all purposes under this Agreement as having been paid to the former holder of such Company Common Shares.

Appears in 2 contracts

Samples: Merger Agreement (Lexmark International Inc /Ky/), Merger Agreement (Kofax LTD)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Corporation or any other person party hereto shall be liable to any former a holder of Shares any shares of Company Capital Stock for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Solta Medical Inc), Merger Agreement (Logitech International Sa)

No Liability. Notwithstanding anything in this Agreement to To the contraryextent permitted by applicable Law, none of the Company, Parent, Merger Sub, the Company, the Surviving Corporation, Corporation or the Exchange Agent or any other person shall be liable to any former holder of Shares shares of Company Common Stock for any amount properly Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Netopia Inc), Merger Agreement (Netopia Inc)

No Liability. Notwithstanding anything Anything in this Agreement to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Emerson Electric Co), Merger Agreement (National Instruments Corp)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (McClatchy Co), Merger Agreement (Knight Ridder Inc)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Common Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 2 contracts

Samples: Merger Agreement (Caucuscom Mergerco Corp.), Merger Agreement (Metromedia International Group Inc)

No Liability. Notwithstanding anything in this Agreement to the contrary, none None of the Company, Parent, Merger Sub, the Surviving CorporationCompany, the Exchange Surviving Company or the Paying Agent or any other person shall be liable to any former holder holders of the Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar LawLaws.

Appears in 1 contract

Samples: Merger Agreement (eFuture Holding Inc.)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the CompanyExchange Agent, Parent, Merger Sub, Sub or the Surviving Corporation, the Exchange Agent or any other person Corporation shall be liable to any former a holder of Company Common Shares or Company Preferred Shares for any Parent Preferred Stock or any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Orchid Biosciences Inc)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Parent, Merger Sub, Sub or the Surviving Corporation, the Exchange Agent or any other person Corporation shall be liable to any former holder of Shares Company Stock or Company Options for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Click Commerce Inc)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, Company or the Exchange Paying Agent or any other person shall be liable to any former holder Person in respect of Shares for any amount amounts properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Motive Inc)

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No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person Person shall be liable to any former holder of Shares Person for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Berliner Communications Inc)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares Common Shares, Company Stock Options or Company Share-Based Awards for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Lesco Inc/Oh)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, ParentPurchaser, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law, or pursuant to any Tax Law.

Appears in 1 contract

Samples: Merger Agreement (Avista Corp)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Guarantor, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Paying Agent, or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat escheat, or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Landos Biopharma, Inc.)

No Liability. Notwithstanding anything in any provision of this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving CorporationCompany, the Exchange Surviving Company, the Shareholders’ Representative or the Paying Agent or any other person shall be liable to any former holder of Shares Person for any amount properly portion of the Aggregate Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Crown Holdings Inc)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares shares of Company Common Stock or any other securities of the Company for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (ZeroFox Holdings, Inc.)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares Shares, for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Titanium Asset Management Corp)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Paying Agent, or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat escheat, or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Catalent, Inc.)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person Person shall be liable to any former holder of Company Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Era Group Inc.)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Fiserv Inc)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Certificates or Book-Entry Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Suncom Wireless Holdings, Inc.)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Parent, the Merger SubSubs, the Exchange Agent, the Surviving Corporation, the Exchange Agent Shareholder Representative or any other person party hereto shall be liable to any former holder of Shares a Shareholder for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar LawLegal Requirement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Zovio Inc)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contraryAgreement, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent Corporation or any other person party hereto shall be liable to any former a holder of Shares any shares of Company Capital Stock for any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Actividentity Corp)

No Liability. Notwithstanding anything to the contrary in this Agreement to the contrary------------ Agreement, none of the CompanyExchange Agent, Parent, Merger Sub, the Company or the Surviving Corporation, the Exchange Agent or any other person Corporation shall be liable to any former a holder of Company Shares for any Parent Common Stock or any amount properly delivered paid to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Orchid Biosciences Inc)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, ParentPurchaser, Merger Sub, the Surviving CorporationCompany, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Pzena Investment Management, Inc.)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any former holder of Shares Shares, Company Stock Options or Company Equity Awards for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (X Rite Inc)

No Liability. Notwithstanding anything in this Agreement Anything herein to the contrarycontrary notwithstanding, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall be liable to any holder or former holder of Shares or to any other person for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Frischs Restaurants Inc)

No Liability. Notwithstanding anything in this Agreement herein to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person Person shall be liable to any former holder of Shares shares of Company Common Stock for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Obagi Medical Products, Inc.)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Goodman Global Inc)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, ParentBCHI, Merger Sub, the Surviving Corporation, the Exchange Agent Company or any other person shall Person will be liable to any former holder of Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Fusion Telecommunications International Inc)

No Liability. Notwithstanding anything in this Agreement to the contrary, none None of the Company, Parent, Merger Subthe Company, the Surviving Corporation, the Exchange Agent or any other person shall be liable to any former holder of Shares shares of Company Common Stock for any amount properly delivered to a public official pursuant to any applicable abandoned or unclaimed property, escheat or similar Lawlaws.

Appears in 1 contract

Samples: Merger Agreement (Kinnard Investments Inc)

No Liability. Notwithstanding anything in this Agreement to the contrary, none of the Company, Parent, Merger Sub, the Surviving Corporation, the Exchange Paying Agent or any other person shall will be liable to any former holder of Company Shares for any amount properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

Appears in 1 contract

Samples: Merger Agreement (Keithley Instruments Inc)

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