Return of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the former shareholders of the Company for six months after the Effective Time shall be delivered to Parent, upon demand of Parent, and any such former shareholders who have not theretofore complied with this Article I shall thereafter look only to Parent for payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock and any dividends or distributions with respect to Parent Common Stock. Neither Parent nor the Surviving Corporation shall be liable to any former holder of Company Common Stock for any such shares of Parent Common Stock, cash and dividends and distributions held in the Exchange Fund which is delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
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Samples: Merger Agreement (General Electric Co), Merger Agreement (General Electric Co), Merger Agreement (Lunar Corp)
Return of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the former shareholders stockholders of the Company for six months after the Effective Time shall be delivered to Parent, upon demand of Parent, and any such former shareholders stockholders who have not theretofore complied with this Article I shall thereafter look only to Parent for payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock and any dividends or distributions with respect to Parent Common Stock. Neither Parent nor the Surviving Corporation shall be liable to any former holder of Company Common Stock for any such shares of Parent Common Stock, cash and dividends and distributions held in the Exchange Fund which is delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 3 contracts
Samples: Merger Agreement (Tellabs Inc), Merger Agreement (Mecon Inc), Merger Agreement (Conseco Inc)
Return of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the former shareholders of the Company for six months one year after the Effective Time shall be delivered to Parent, upon demand of Parent, and any such former shareholders who have not theretofore complied with this Article I shall thereafter look only to Parent for payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock Stock, and any dividends or distributions with respect to Parent Common Stock. Neither Parent nor the Surviving Corporation shall be liable to any former holder of Company Common Stock for any such shares of Parent Common Stock, cash and dividends and dividends, and/or distributions held in the Exchange Fund which is are delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
Appears in 2 contracts
Samples: Merger Agreement (Nova Corp \Ga\), Merger Agreement (Nova Corp \Ga\)
Return of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the former shareholders of the Company for six months one year after the Effective Time shall be delivered to Parent, upon demand of Parent, Parent and any such former shareholders who have not theretofore complied with this Article I shall thereafter look only to Parent for payment of their claim for shares of Parent Common StockStock into which such shares of Company Common Stock are convertible, any cash in lieu of fractional shares of Parent Common Stock and any dividends or distributions with respect to shares of Parent Common Stock. Neither Parent nor the Surviving Corporation shall be liable to any former holder of Company Common Stock for any such shares of Parent Common Stock, cash and dividends and distributions held in the Exchange Fund which is delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
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