Common use of Payment to Other Persons Clause in Contracts

Payment to Other Persons. If payment of cash in respect of canceled shares of the Company Common Stock is to be made to a person other than the person in whose name a surrendered certificate or instrument is registered, it shall be a condition to such payment that the certificate or instrument so surrendered shall be properly endorsed or shall be otherwise in proper form for transfer and that the person requesting such payment shall have paid any transfer and other Taxes required by reason of such payment in a name other than that of the registered holder of the certificate or instrument surrendered or shall have established to the satisfaction of Parent or the Exchange Agent that such Tax is not payable.

Appears in 2 contracts

Samples: Merger Agreement (National Atlantic Holdings Corp), Merger Agreement (National Atlantic Holdings Corp)

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Payment to Other Persons. If payment of cash in respect of canceled shares of the Company Common Stock is to be made to a person other than the person in whose name a surrendered certificate or instrument is registered, it shall be a condition to such payment that the certificate or instrument so surrendered shall be properly endorsed or shall be otherwise in proper form for transfer and that the person requesting such payment shall have paid any transfer and other Taxes required by reason of such payment in a name other than that of the registered holder of the certificate or instrument surrendered or shall have established to the satisfaction of Parent Arrow or the Exchange Agent that such Tax is not payable.

Appears in 1 contract

Samples: Merger Agreement (Republic Companies Group, Inc.)

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Payment to Other Persons. If payment of cash in respect of canceled shares of the Company Common Stock is to be made to a person other than the person in whose name a surrendered certificate or instrument is registered, it shall be a condition to such payment that the certificate or instrument so surrendered shall be properly endorsed or shall be otherwise in proper form for transfer and that the person requesting such payment shall have paid any transfer and other Taxes taxes required by reason of such payment in a name other than that of the registered holder of the certificate or instrument surrendered or shall have established to the satisfaction of Parent Aviva or the Exchange Agent that such Tax tax is not payable.

Appears in 1 contract

Samples: Merger Agreement (Amerus Group Co/Ia)

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