Common use of Surrender of Shares; Stock Transfer Books Clause in Contracts

Surrender of Shares; Stock Transfer Books. (a) Before the Effective Time, the Company shall designate a bank or trust company to act as agent for the holders of Shares (the "Exchange Agent") to receive the funds necessary to make the payments contemplated by Section 2.6. Parent shall, from time to time, deposit, or cause to be deposited, in trust with the Exchange Agent for the benefit of holders of Shares funds in amounts and at times necessary for the payments under Section 2.8(b) to which such holders shall be entitled at the Effective Time pursuant to Section 2.6. Such funds shall be invested by the Exchange Agent as directed by Parent. Any net profits resulting from, or interest or income produced by, such investments shall be payable as directed by Parent.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Centennial Healthcare Corp), Agreement and Plan of Merger (Burns International Services Corp), Agreement and Plan of Merger (Securitas Acquisition Corp)

AutoNDA by SimpleDocs

Surrender of Shares; Stock Transfer Books. (a) Before Prior to the Effective Time, the Company Parent shall designate a bank or trust company Continental Stock Transfer and Trust Co. to act as paying agent for in the holders of Shares Merger (the "Exchange Paying Agent") and to receive the funds necessary to make the payments contemplated by Section 2.61.06(a). Parent shall, from time at or prior to timethe Effective Time, deposit, make available or cause to be deposited, made available to the Paying Agent cash in trust with the Exchange Agent amounts necessary for the benefit payment of the Merger Consideration under Section 1.08(b) to which holders of Shares funds in amounts and at times necessary for the payments under Section 2.8(b) to which such holders shall be entitled at the Effective Time pursuant to Section 2.61.06(a). Such funds shall be invested by the Exchange Paying Agent as directed by Parent. Any net profits resulting from, or interest or income produced by, such investments shall be payable as directed by Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cpac Inc), Agreement and Plan of Merger (Cpac Inc)

AutoNDA by SimpleDocs

Surrender of Shares; Stock Transfer Books. (a) Before the Effective Time, the Company Parent shall designate a bank or trust company who shall be reasonably satisfactory to the Company to act as paying agent for in the holders of Shares Merger (the "Exchange Agent") to receive the funds necessary to make the payments contemplated by Section 2.6. Parent shall, from time to time, deposit, make available or cause to be deposited, in trust with made available to the Exchange Agent for the benefit of holders of Shares funds in amounts and at times necessary for the payments under Section 2.8(b) to which such holders of Shares shall be entitled at the Effective Time pursuant to Section 2.6. Such funds shall be invested by the Exchange Agent as directed by Parent. Any net profits resulting from, or interest or income produced by, such investments shall be payable as directed by Parent.

Appears in 2 contracts

Samples: Stockholders Agreement (GRC International Inc), Agreement and Plan of Merger (At&t Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.