Common use of Stockholder Lists Clause in Contracts

Stockholder Lists. In connection with the Offer, the Company shall cause its transfer agent to furnish Acquiror promptly with mailing labels containing the names and addresses of the record holders of Company Ordinary Shares as of a recent date and of those persons becoming record holders subsequent to such date, together with lists, copies of all lists of shareholders, security position listings, computer files and all other information in the Company’s possession or control regarding the beneficial owners of Company Ordinary Shares, and shall furnish to Acquiror such information (including updated lists of shareholders, security position listings and computer files) and assistance as Acquiror may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary Shares. Subject to applicable Legal Requirements, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its possession or control in accordance with the Confidentiality Agreement.

Appears in 4 contracts

Samples: Implementation Agreement, Implementation Agreement (Advantest Corp), Implementation Agreement (Verigy Ltd.)

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Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall instruct its transfer agent to, and shall use its commercially reasonable efforts to cause its transfer agent to to, promptly furnish Acquiror promptly Merger Sub with mailing labels containing the names and addresses of the all record and beneficial holders of Company Ordinary Shares Common Stock as of a the most recent practicable date and of all those persons becoming record holders subsequent to such date, together with lists, copies of all lists a list of shareholdersthe stockholders of the Company, security position listings, any available computer files file and all other information in the Companytransfer agent’s possession or control regarding the names and addresses of record and beneficial owners of Company Ordinary SharesCommon Stock that Parent or Merger Sub may reasonably request for the purpose of communicating the Offer to all record and beneficial holders of Company Common Stock, and shall furnish to Acquiror Merger Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Merger Sub may reasonably request in for the purpose of communicating the Offer to the all record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror Parent and Merger Sub shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or (at Parent’s election) destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Nimble Storage Inc), Agreement and Plan of Merger (Hewlett Packard Enterprise Co)

Stockholder Lists. In connection with the Offer, the Company shall cause its transfer agent to furnish Acquiror promptly Purchaser or its designated agent with mailing labels containing the names and addresses of the all record holders of Company Ordinary Shares and with security position listings of Shares held in stock depositories, each as of a recent date and of those persons becoming record holders subsequent to such date, together with listsall other available listings and computer files containing names, copies addresses and security position listings of all lists record holders and beneficial owners of Shares. The Company shall furnish Purchaser with such additional information, including updated listings and computer files of shareholders, mailing labels and security position listings, computer files and all such other information in the Company’s possession or control regarding the beneficial owners of Company Ordinary Shares, and shall furnish to Acquiror such information (including updated lists of shareholders, security position listings and computer files) and assistance as Acquiror Parent, Purchaser or their agents may reasonably request require in communicating the Offer to the record and beneficial holders of the Company Ordinary Shares. Subject to the requirements of applicable Legal Requirements, Laws and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this AgreementTransactions, Acquiror Parent and Purchaser shall not use or disclose and shall hold in confidence, until consummation of the Offer, all information contained furnished in any such labels, lists, listings and files other than accordance with this Section 1.2(b) in connection accordance with the Offer and requirements of the Scheme of Arrangement Confidentiality Agreement and, if this Agreement shall be terminated, each of Parent and Purchaser shall, upon request, deliver to the Company or destroy all copies of such information then in its possession or control in accordance with the terms of the Confidentiality Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Terremark Worldwide Inc.)

Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall cause its transfer agent to furnish Acquiror Sub promptly with mailing labels containing the names and addresses of the record holders of Company Ordinary Shares Common Stock as of a recent date and of those persons Persons becoming record holders subsequent to such date, together with lists, copies of all lists of shareholdersstockholders, security position listings, computer files and all other information in the Company’s possession or control regarding the beneficial owners of Company Ordinary SharesCommon Stock, and shall furnish to Acquiror Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Sub may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror Parent and Sub shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Talbots Inc), Agreement and Plan of Merger (California Pizza Kitchen, Inc.)

Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall cause its transfer agent to furnish Acquiror Acquisition Sub promptly with mailing labels containing the names and addresses of the record holders of Company Ordinary Shares Common Stock as of a recent date and of those persons becoming record holders subsequent to such date, together with lists, copies of all lists of shareholdersstockholders, security position listings, computer files and all other information in the Company’s possession or control regarding the beneficial owners of Company Ordinary SharesCommon Stock, and shall furnish to Acquiror Acquisition Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Acquisition Sub may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror Parent and Acquisition Sub shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chelsea Therapeutics International, Ltd.)

Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall cause its transfer agent to furnish Acquiror Parent and Acquisition Sub promptly with mailing labels containing the AGREEMENT AND PLAN OF MERGER names and addresses of the record holders of Company Ordinary Shares Common Stock as of a recent date and of those persons Persons becoming record holders subsequent to such date, together with lists, copies of all lists of shareholdersstockholders, security position listings, computer files and all other information in the Company’s possession or control regarding the beneficial owners of Company Ordinary SharesCommon Stock, and shall furnish to Acquiror Acquisition Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Acquisition Sub may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror Parent and Acquisition Sub shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Williams Controls Inc)

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Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall cause its transfer agent to furnish Acquiror Acquisition Sub promptly with mailing labels containing the names and addresses of the record holders of Company Ordinary Shares Common Stock as of a the most recent date and of those persons becoming record holders subsequent to such practicable date, together with lists, copies of all lists of shareholdersstockholders, security position listings, computer files and all other information in the Company’s 's possession or control regarding the beneficial owners of Company Ordinary SharesCommon Stock, and shall furnish to Acquiror Acquisition Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Acquisition Sub may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror Parent and Acquisition Sub shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 1 contract

Samples: Iii Agreement and Plan of Merger (Bioclinica Inc)

Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall cause its transfer agent to furnish Acquiror Sub promptly with mailing labels containing the names and addresses of the record holders of Company Ordinary Shares Common Stock as of a recent date and of those persons Persons becoming record holders subsequent to such date, together with lists, copies of all lists of shareholdersstockholders, security position listings, computer files and all other information in the Company’s possession or control regarding the beneficial owners of Company Ordinary SharesCommon Stock, and shall furnish to Acquiror Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Sub may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps actions as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this AgreementTransactions, Acquiror Parent and Sub shall keep confidential and not use or disclose such information, including the information contained in any such labels, lists, listings and files other than files, in each case as required by the Confidentiality Agreement, shall use such information only in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dialogic Inc.)

Stockholder Lists. In connection with the OfferOffer and the Merger, the Company shall cause its transfer agent to furnish Acquiror Sub promptly with mailing labels containing the names and addresses of the record holders of Company Ordinary Shares Common Stock as of a recent date and of those persons Persons becoming record holders subsequent to such date, together with lists, copies of all lists of shareholdersstockholders, security position listings, computer files and all other information in the Company’s 's possession or control regarding the beneficial owners of Company Ordinary SharesCommon Stock, and shall furnish to Acquiror Sub such information (including updated lists of shareholdersstockholders, security position listings and computer files) and assistance as Acquiror Parent or Sub may reasonably request in communicating the Offer to the record and beneficial holders of the Company Ordinary SharesCommon Stock. Subject to the requirements of applicable Legal RequirementsLaw, and except for such steps as are necessary to disseminate the Offer Documents and any other documents necessary to consummate the transactions contemplated by this Agreement, Acquiror Parent and Sub shall not use or disclose the information contained in any such labels, lists, listings and files other than in connection with the Offer and the Scheme of Arrangement Merger and, if this Agreement shall be terminated, shall, upon request, deliver to the Company or destroy all copies of such information then in its their possession or control in accordance with the Confidentiality Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TLB Merger Sub Inc.)

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