Common use of Payment for Shares of Company Common Stock Clause in Contracts

Payment for Shares of Company Common Stock. On the terms and subject to conditions set forth in this Agreement and the Offer, Acquisition Sub shall (and Parent shall cause Acquisition Sub to) accept for payment, and pay for, all shares of Company Common Stock that are validly tendered and not withdrawn pursuant to the Offer promptly (within the meaning of Section 14e-1(c) promulgated under the Exchange Act) after the scheduled expiration of the Offer (as it may be extended in accordance with Section 1.1(e)(ii)) (such time, the “Acceptance Time”). Without limiting the generality of the foregoing, Parent shall provide or cause to be provided to Acquisition Sub on a timely basis the funds necessary to pay for any shares of Company Common Stock that Acquisition Sub becomes obligated to purchase pursuant to the Offer; provided, however, that without the prior written consent of the Company, Acquisition Sub shall not accept for payment or pay for any shares of Company Common Stock if, as a result, Acquisition Sub would acquire less than the number of shares of Company Common Stock necessary to satisfy the Minimum Condition. The Offer Price payable in respect of each share of Company Common Stock validly tendered and not withdrawn pursuant to the Offer shall be paid net to the holder thereof in cash, subject to reduction for any applicable withholding taxes imposed in respect thereof.

Payment for Shares of Company Common Stock. On the terms and subject to satisfaction or waiver by Acquisition Sub of the conditions set forth in this Agreement and the OfferOffer as of the Expiration Time, Acquisition Sub shall (and Parent shall cause Acquisition Sub to) accept for payment, and pay for, all shares of Company Common Stock that are validly tendered and not withdrawn pursuant to the Offer promptly (within the meaning of Section 14e-1(c) promulgated under the Exchange Act) promptly after the scheduled expiration of the Offer Expiration Time (as it may be extended in accordance with Section 1.1(e)(ii)) (such time, the “Acceptance Time”). Without limiting the generality of the foregoing, Parent shall provide or cause to be provided to Acquisition Sub on a timely basis the funds necessary to pay for any shares of Company Common Stock that Acquisition Sub becomes obligated to purchase pursuant to the Offer; provided, however, that without the prior written consent of the Company, Acquisition Sub shall not accept for payment or pay for any shares of Company Common Stock if, as a result, Acquisition Sub would acquire less than the number of shares of Company Common Stock necessary to satisfy the Minimum Condition. The Offer Price payable in respect of each share of Company Common Stock validly tendered and not withdrawn pursuant to the Offer shall be paid net to the holder thereof in cash, subject to reduction for any applicable withholding taxes imposed Taxes payable in respect thereof. The Company shall register the transfer of Company Common Stock accepted for payment effective immediately after the Acceptance Time; provided that Acquisition Sub pays for such Company Common Stock at or immediately after such transfer.

Payment for Shares of Company Common Stock. On the terms and subject to the satisfaction or waiver of the conditions set forth in this Agreement and the Offer, Acquisition Merger Sub shall will (and Parent shall will cause Acquisition Merger Sub to) accept for payment, and pay for, all shares of Company Common Stock that are validly tendered and not withdrawn pursuant to the Offer promptly (within the meaning of Section 14e-1(c) promulgated under the Exchange Act) after the scheduled expiration of the Offer (as it may be extended in accordance with Section 1.1(e)(ii2.1(c)(ii)) (the time of such timeacceptance, the “Acceptance Time”). Without limiting the generality of the foregoing, Parent shall will provide or cause to be provided to Acquisition Merger Sub on a timely basis the funds necessary to pay for any shares of Company Common Stock that Acquisition Merger Sub becomes obligated to purchase pursuant to the Offer; provided, however, that without . Without the prior written consent of the Company, Acquisition Merger Sub shall will not accept for payment or pay for any shares of Company Common Stock if, as a result, Acquisition Merger Sub would acquire less than the number of shares of Company Common Stock necessary to satisfy the Minimum Condition. The consideration in the Offer Price payable in respect of each share of Company Common Stock validly tendered and not withdrawn pursuant to the Offer shall will be paid net to the holder thereof in cash, without any interest thereon and subject to reduction for any deduction or withholding of Taxes required by applicable withholding taxes imposed Law in respect thereof.

Payment for Shares of Company Common Stock. On the terms and subject to conditions set forth in this Agreement and the Offer, Acquisition Sub shall (and Parent shall cause Acquisition Sub to) accept for payment, and pay for, all shares of Company Common Stock that are validly tendered and not withdrawn pursuant to the Offer promptly (within the meaning of Section 14e-1(c) promulgated under the Exchange Act) after the scheduled expiration of the Offer (as it may be extended in accordance with Section 1.1(e)(ii2.1(d)(ii)) (such time, the “Acceptance Time”). Without limiting the generality of the foregoing, Parent shall provide or cause to be provided to Acquisition Sub on a timely basis the funds necessary to pay for any shares of Company Common Stock that Acquisition Sub becomes obligated to purchase pursuant to the Offer; provided, however, that without the prior written consent of the Company, Acquisition Sub shall not accept for payment or pay for any shares of Company Common Stock if, as a result, Acquisition Sub would acquire less than the number of shares of Company Common Stock necessary to satisfy the Minimum Condition. The Offer Price payable in respect of each share of Company Common Stock Share validly tendered and not withdrawn pursuant to the Offer shall be paid net to the holder thereof in cash, subject to reduction for any applicable withholding taxes imposed payable in respect thereof.