Common use of Perfection of the Election Clause in Contracts

Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan shareholder only if (i) the Exchange Agent (as defined in Section 3.04) shall have received an Election Form/Letter of Transmittal properly completed and executed by such shareholder, accompanied by a certificate or certificates representing the Metropolitan Common Shares as to which such Election is being made, duly endorsed in blank or otherwise in form acceptable for transfer on the books of Metropolitan, or containing an appropriate guaranty of delivery in the form customarily used in transactions of this nature from a member of a national securities exchange or a member of the NASD or a commercial bank or trust company in the United States and (ii) such Election Form/Letter of Transmittal and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Sky Financial Group Inc), Agreement and Plan of Merger (Metropolitan Financial Corp /Oh/), Agreement and Plan of Merger (Sky Financial Group Inc)

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Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan Belmont shareholder only if (i) the Exchange Agent (as defined in Section 3.04) shall have received an Election Form/Letter of Transmittal properly completed and executed by such shareholder, accompanied by a certificate or certificates representing the Metropolitan Belmont Common Shares as to which such Election is being made, duly endorsed in blank or otherwise in form acceptable for transfer on the books of MetropolitanBelmont, or containing an appropriate guaranty of delivery in the form customarily used in transactions of this nature from a member of a national securities exchange or a member of the NASD or a commercial bank or trust company in the United States and (ii) such Election Form/Letter of Transmittal and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sky Financial Group Inc), Agreement and Plan of Merger (Belmont Bancorp)

Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan shareholder Three Rivers stockholder only if (i) the Exchange Agent (as defined in Section 3.04) shall have received an Election Form/Letter of Transmittal Form properly completed and executed by such shareholderstockholder, accompanied by a certificate or certificates representing the Metropolitan shares of Three Rivers Common Shares Stock as to which such Election is being made, duly endorsed in blank or otherwise in form acceptable for transfer on the books of MetropolitanThree Rivers, or containing an appropriate guaranty of delivery in the form customarily used in transactions of this nature from a member of a national securities exchange or a member of the NASD or a commercial bank or trust company in the United States and (ii) such Election Form/Letter of Transmittal Form and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sky Financial Group Inc), Agreement and Plan of Merger (Three Rivers Bancorp Inc)

Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan shareholder holder of Vision Bancshares Common Stock only if (i) the Exchange Agent (as defined in Section 3.04) shall have received an Election Form/Letter of Transmittal properly completed and executed by such shareholderholder of Vision Bancshares Common Stock, accompanied by a certificate or certificates representing the Metropolitan shares of Vision Bancshares Common Shares Stock as to which such Election is being made, duly endorsed in blank or otherwise in form acceptable for transfer on the books of MetropolitanVision Bancshares, or containing an appropriate guaranty of delivery in the form customarily used in transactions of this nature from a member of a national securities exchange or a member of the NASD or a commercial bank or trust company in the United States and (ii) such Election Form/Letter of Transmittal and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Park National Corp /Oh/), Agreement and Plan of Merger (Vision Bancshares Inc)

Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan Morgan shareholder only if (i) the Exchange Agent (as defined in Section Xxxxxxn 3.04) shall have received an Election Form/Letter of Transmittal properly completed and executed by such shareholder, accompanied by a certificate or certificates representing the Metropolitan Morgan Common Shares as to which such Election is being made, duly endorsed endxxxxx in blank or otherwise in form acceptable for transfer on the books of MetropolitanMorgan, or containing an appropriate guaranty of delivery in the form customarily xustomarily used in transactions of this nature from a member of a national securities exchange or a member of the NASD or a commercial bank or trust company in the United States and (ii) such Election Form/Letter of Transmittal and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 1 contract

Samples: Agreement and Plan of Merger (LNB Bancorp Inc)

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Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan shareholder holder of Axxxxxxx Shares only if (iA) the Exchange Agent (as defined in Section 3.04) shall have received an Election Form/Letter of Transmittal properly completed and executed by such shareholderHolder of Axxxxxxx Shares, accompanied by a certificate or certificates representing the Metropolitan Common Axxxxxxx Shares as to which such Election is being made, duly endorsed in blank or otherwise in form acceptable for transfer on the books of MetropolitanAxxxxxxx, or containing an appropriate guaranty of delivery in the form customarily used in transactions of this nature from a member of a national securities exchange or a member of the NASD or a commercial bank or trust company in the United States and (iiB) such Election Form/Letter of Transmittal and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Park National Corp /Oh/)

Perfection of the Election. An Election shall be considered to have been validly made by a Metropolitan Futura shareholder only if (i) the Exchange Agent (as defined in Section 3.043.04(a)) shall have received an Election Form/Letter of Transmittal Form properly completed and executed by such shareholder, accompanied by a certificate or certificates representing the Metropolitan Futura Common Shares as to which such Election is being made, duly endorsed in blank or otherwise in form acceptable for transfer on the books of MetropolitanFutura, or containing an appropriate guaranty of delivery in the form customarily used in transactions of this nature from a member of a national securities exchange or exchange, a member of the NASD NASD, or a commercial bank or trust company in the United States States, and (ii) such Election Form/Letter of Transmittal Form and such certificate(s) or such guaranty of delivery shall have been received by the Exchange Agent prior to the Election Deadline.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Citizens Banc Corp /Oh)

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