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Common use of Objections to Claims Clause in Contracts

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholders' Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Acquiror of any Escrow Amounts unless the Escrow Agent shall have received written authorization from the Shareholders' Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Acquiror Common Stock from the Escrow Fund, provided that no such payment or delivery may be made if the Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ravisent Technologies Inc)

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholders' Agent (defined in Section 6.4 below) and for a period of thirty fifteen (3015) days after such delivery, the Escrow Agent shall make no delivery of New Stock or other property pursuant to Acquiror of any Escrow Amounts Section 6.2 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Agent to make such delivery. After the expiration of such thirty fifteen (30) day 15)-day period, the Escrow Agent shall make delivery of shares of Acquiror Common the New Stock from or other property in the Escrow FundFund in accordance with Section 6.2 hereof; provided, provided that no such payment or delivery may be made if the Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to Buyer prior to the expiration of such thirty fifteen (30) day 15)-day period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Smith Micro Software Inc)

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholders' Agent Shareholder Representative, and for a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Acquiror Parent of any Escrow Amounts pursuant to Section 7.3(d) hereof unless and until the Escrow Agent shall have received written authorization from the Shareholders' Agent Shareholder Representative to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Acquiror the Parent Common Stock from the Escrow FundFund in accordance with Section 7.3(d) hereof; provided, provided however, that no such payment or delivery may be made if the Shareholders' Agent Shareholder Representative shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Merger Agreement (Realnetworks Inc)

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholders' Agent Shareholder Representative and for a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery of Corporation Common Stock or other property pursuant to Acquiror of any Escrow Amounts Section 10.4 hereof unless the Escrow Agent shall have received joint written authorization from the Shareholders' Agent Shareholder Representative and the Corporation to make such delivery. After the expiration of such thirty (30) day period, period the Escrow Agent shall make delivery of shares of Acquiror the Corporation Common Stock from or other property in the Escrow FundFund in accordance with Section 10.4 hereof, provided that no such payment or delivery may be made if the Shareholders' Agent Shareholder Representative shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to the Corporation prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Merger Agreement (Ari Network Services Inc /Wi)

Objections to Claims. At the time of delivery of any Officer's --------------------- ’s Certificate to the Escrow Agent, a duplicate copy of such certificate Officer’s Certificate shall be delivered to the Shareholders' Agent Stockholders Representative and for a period of thirty (30) days after such deliverydelivery to the Escrow Agent of such Officer’s Certificate, the Escrow Agent shall make no delivery of funds pursuant to Acquiror of any Escrow Amounts Section 9.6 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Agent Stockholders Representative to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Acquiror Common Stock from the funds in the Escrow FundFund in accordance with Section 9.6 hereof, provided that no such payment or delivery may be made if the Shareholders' Agent Stockholders Representative shall object in a written statement to the claim made in the Officer's ’s Certificate, and such statement shall have been delivered to the Escrow Agent and to Acquiror prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Merger Agreement (ARGON ST, Inc.)

Objections to Claims. At the time of delivery of any Officer's --------------------- ---------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered by PhotoLoft to the Shareholders' Agent and for a period of thirty (30) 15 days after such delivery, the Escrow Agent shall make no delivery of PhotoLoft Stock or other property pursuant to Acquiror of any Escrow Amounts Section 10.3 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Agent to make such delivery. After the expiration of such thirty (30) 15-day period, the Escrow Agent shall make delivery of shares of Acquiror Common the PhotoLoft Stock from or other property in the Escrow FundFund in accordance with Section 10.3 hereof; provided, provided that no such payment or delivery may be made if the Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to PhotoLoft prior to the expiration of such thirty (30) 15-day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Brightcube Inc)

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholders' Agent and for a period of thirty forty-five (3045) days after such delivery, the Escrow Agent shall make no delivery of Buyer Common Stock or other property pursuant to Acquiror of any Escrow Amounts Section 7.5 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day days period, the Escrow Agent shall make delivery of shares of Acquiror Buyer Common Stock from or other property in the Escrow FundFund in accordance with Section 7.5 hereof, provided that no such payment or delivery may be made if the Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to the Buyer prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Samples: Merger Agreement (Visual Networks Inc)

Objections to Claims. At the time of delivery of any Officer's --------------------- -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholders' Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Acquiror Buyer of any Escrow Amounts pursuant to Section 7.3(d) hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Acquiror Buyer Common Stock from the Escrow FundFund in accordance with Section 7.3(d) hereof, provided that no such payment or delivery may be made if the Shareholders' Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Asset Purchase Agreement (Concentric Network Corp)

Objections to Claims. At the time of delivery of any Officer's --------------------- ’s Certificate to the Escrow Agent, a duplicate copy of such certificate Officer’s Certificate shall be delivered to the Shareholders' Stockholders’ Agent (defined in Section 9.8 below) and for a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Acquiror of any Escrow Amounts property pursuant to Section 9.5 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Stockholders’ Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares property in the Indemnity Portion of Acquiror Common Stock from the Escrow FundFund in accordance with Section 9.5 hereof, provided that no such payment or delivery may be made if the Shareholders' Stockholders’ Agent shall object in a written statement to the claim made in the Officer's ’s Certificate, and such statement shall have been delivered to the Escrow Agent and to Parent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholders' Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery of Acquiror Common Stock or other property pursuant to Acquiror of any Escrow Amounts Section 8.8 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of the Acquiror Common Stock from Stock, cash or other property in the Escrow FundFund in accordance with Section 8.8 hereof, provided that no such payment or delivery may be made if the Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to Acquiror prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cybercash Inc)

Objections to Claims. At the time of delivery of any Officer's --------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholders' Agent (as defined below) and for a period of thirty (30) 30 days after such delivery, the Escrow Agent shall make no delivery of Acquiror Common Stock or other property pursuant to Acquiror of any Escrow Amounts Section 8.8 hereof unless the Escrow Agent shall have received written authorization from the Shareholders' Agent to make such delivery. After the expiration of such thirty (30) 30 day period, the Escrow Agent shall make delivery of shares of the Acquiror Common Stock from or other property in the Escrow FundFund in accordance with Section 8.8 hereof, provided that no such payment or delivery may be made if the Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to Acquiror prior to the expiration of such thirty (30) 30 day period.

Appears in 1 contract

Samples: Merger Agreement (Cybercash Inc)