Shares of Dissenting Holders. (i) Notwithstanding anything to the contrary contained in this Agreement, any holder of PCA Common Stock with respect to which dissenters' rights, if any, are granted by reason of the Merger under the DGCL and who does not vote in favor of the Merger and who otherwise complies with Subchapter IX of the DGCL ("PCA Dissenting Shares"), shall not be entitled to receive shares of Sierra Common Stock pursuant to Section 2.1(c) hereof, unless such holder fails to perfect, effectively withdraws or loses his right to dissent from the Merger under the DGCL. Such holder shall be entitled to receive only the payment provided for by Subchapter IX of the DGCL. If any such holder so fails to perfect, effectively withdraws or loses his dissenters' rights under the DGCL, his PCA Dissenting Shares shall thereupon be deemed to have been converted, as of the Effective Time, into the right to receive shares of Sierra Common Stock pursuant to Section 2.1(c). (ii) Any payments relating to PCA Dissenting Shares shall be made solely by the Surviving Corporation and no funds or other property have been or will be provided by Sierra Sub or any of its other direct or indirect Subsidiaries for such payment.
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Samples: Merger Agreement (Physician Corporation of America /De/)
Shares of Dissenting Holders. (ia) Notwithstanding anything to the contrary contained in this Agreement, any holder of PCA Common Stock Shares with respect to which dissenters' rights, if any, are granted by reason of the Merger under the DGCL CGCL and who does not vote in favor of the Merger and who otherwise complies with Subchapter IX Chapter 13 of the DGCL CGCL ("PCA Company Dissenting Shares"), ) shall not be entitled to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c) hereof, unless such holder fails to perfect, effectively withdraws or loses his right to dissent from the Merger under the DGCLCGCL. Such holder shall be entitled to receive only the payment provided for by Subchapter IX Chapter 13 of the DGCLCGCL. If any such holder so fails to perfect, effectively withdraws or loses his or her dissenters' rights under the DGCLCGCL, his PCA or her Company Dissenting Shares shall thereupon be deemed to have been converted, as of the Effective Time, into the right to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.8(a).
(iib) Any payments relating to PCA Company Dissenting Shares shall be made solely by the Surviving Corporation and no funds or other property have been or will be provided by Sierra Sub Acquisition or any of its Parent's other direct or indirect Subsidiaries subsidiaries for such payment.
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Shares of Dissenting Holders. (i) Notwithstanding anything to the contrary contained in this Agreement, any holder of PCA Company Common Stock with respect to which dissenters' rights, if any, are granted by reason of the Merger merger under the DGCL IBCA and who does not vote in favor of the Merger and who otherwise complies with Subchapter IX Division XIII of the DGCL IBCA ("PCA Company Dissenting Shares"), ) shall not be entitled to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.7(a) hereof, unless such holder fails to perfect, effectively withdraws or loses his right to dissent from the Merger under the DGCLIBCA. Such holder shall be entitled to receive only the payment provided for by Subchapter IX Division XIII of the DGCLIBCA. If any such holder so fails to perfect, effectively withdraws or loses his or her dissenters' rights under the DGCLIBCA, his PCA or her Company Dissenting Shares shall thereupon be deemed to have been converted, as of the Effective Time, into the right to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.7(a).
(ii) . Any payments relating to PCA the Company Dissenting Shares shall be made solely by the Surviving Corporation and no funds or other property have been or will be provided by Sierra Merger Sub or any of its Parent's other direct or indirect Subsidiaries subsidiaries for such payment.
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Samples: Merger Agreement (Registry Inc)
Shares of Dissenting Holders. (i) Notwithstanding anything to the contrary contained in this Agreement, any holder of PCA Company Common Stock with respect to which dissenters' rights, if any, are granted by reason of the Merger under the DGCL IBCA and who does not vote in favor of the Merger and who otherwise complies with Subchapter IX of the DGCL IBCA ("PCA Dissenting SharesCOMPANY DISSENTING SHARES"), ) shall not be entitled to ------------------------- receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.7(a) hereof, unless such holder fails to perfect, effectively withdraws or loses his right to dissent from the Merger under the DGCLIBCA. Such holder shall be entitled to receive only the payment provided for by Subchapter IX of the DGCLIBCA. If any such holder so fails to perfect, effectively withdraws or loses his or her dissenters' rights under the DGCLIBCA, his PCA or her Company Dissenting Shares shall thereupon be deemed to have been converted, as of the Effective Time, into the right to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.7(a).
(ii) . Any payments relating to PCA the Company Dissenting Shares shall be made solely by the Surviving Corporation and no funds or other property have been or will be provided by Sierra Parent, Merger Sub or any of its Parent's other direct or indirect Subsidiaries subsidiaries for such payment.
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Shares of Dissenting Holders. (i) Notwithstanding anything to the contrary contained in this Agreement, any holder of PCA Company Common Stock with respect to which dissenters' rights, if any, are granted by reason of the Merger merger under the DGCL CGCL and who does not vote in favor of the Merger and who otherwise complies with Subchapter IX Chapter 13 of the DGCL CGCL ("PCA Company Dissenting Shares"), ) shall not be entitled to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.7(a) hereof, unless such holder fails to perfect, effectively withdraws or loses his right to dissent from the Merger under the DGCLCGCL. Such holder shall be entitled to receive only the payment provided for by Subchapter IX Chapter 13 of the DGCLCGCL. If any such holder so fails to perfect, effectively withdraws or loses his or her dissenters' rights under the DGCLCGCL, his PCA or her Company Dissenting Shares shall thereupon be deemed to have been converted, as of the Effective Time, into the right to receive shares of Sierra Parent Common Stock pursuant to Section 2.1(c1.7(a).
(ii) . Any payments relating to PCA the Company Dissenting Shares shall be made solely by the Surviving Corporation and no funds or other property have been or will be provided by Sierra Merger Sub or any of its Parent's other direct or indirect Subsidiaries subsidiaries for such payment.
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Samples: Merger Agreement (Registry Inc)