Common use of Tender of Subject Shares Clause in Contracts

Tender of Subject Shares. Within 10 days after receipt by Shareholder of fully executed copies of the Master Agreement, Interpark Agreement to Tender and Waivers in accordance with Section 8.1(a) and subject to the Waivers being fully and validly effective and enforceable under applicable law and otherwise, Shareholder agrees, unless the Expiration Time shall have occurred, to validly tender or cause to be validly tendered into the Offer, pursuant to and in accordance with the terms of the Offer and, if applicable, Rule 14d-2 under the Securities Exchange Act of 1934, all of the Subject Shares Owned by Shareholder as of date the Subject Shares are tendered pursuant to the foregoing, and if Shareholder acquires Ownership of any additional Subject Shares after the date of the initial tender of Subject Shares pursuant to the foregoing and prior to the Expiration Time, to promptly (and, in any event, not later than the later of: (a) two Business Days after Shareholder acquires Ownership of such additional Subject Shares; and (b) 10 days after the Offer Commencement Date) validly tender or cause to be validly tendered into the Offer, pursuant to and in accordance with the terms of the Offer, all of such additional Subject Shares free and clear of any encumbrances or restrictions, other than those that arise under applicable Legal Requirements or this Agreement; provided, however, that Shareholder shall not be required, for purposes of this Agreement, to exercise any unexercised Company Options held by Shareholder.

Appears in 2 contracts

Samples: Agreement to Tender and Voting Agreement (Ebay Inc), Agreement to Tender and Voting Agreement (Ebay Inc)

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Tender of Subject Shares. Within 10 days after receipt by Shareholder of fully executed copies of the Master Agreement, Interpark Agreement to Tender and Waivers in accordance with Section 8.1(a) and subject to the Waivers being fully and validly effective and enforceable under applicable law and otherwise, Shareholder agrees, unless Unless the Expiration Time shall have occurred, Shareholder agrees to promptly (and, in any event, not later than 10 days after the Offer Commencement Date) validly tender or cause to be validly tendered into the Offer or cause the Record Holders to validly tender or cause to be validly tendered into the Offer, pursuant to and in accordance with the terms of the Offer and, if applicable, Rule 14d-2 under the Securities Exchange Act of 1934, all of the Subject Shares Owned by Shareholder as of the date the of this Agreement (free and clear of any encumbrances or restrictions) other than those Subject Shares are tendered pursuant to the foregoingSecurities for which a Transfer has been made in compliance with Section 2.3, and if Shareholder acquires Ownership of any additional Subject Shares after the date of the initial tender of Subject Shares pursuant to the foregoing this Agreement and prior to the Expiration Time, to promptly (and, in any event, not later than the later of: (a) two Business Days after Shareholder acquires Ownership of such additional Subject Shares; and (b) 10 days after the Offer Commencement Date) validly tender or cause to be validly tendered into the Offer, pursuant to and in accordance with the terms of the Offer, all of such additional Subject Shares (free and clear of any encumbrances or restrictions, other than those that arise under applicable Legal Requirements or this Agreement); provided, however, that Shareholder shall not be required, for purposes of this Agreement, to exercise any unexercised Company Options held by Shareholder.

Appears in 2 contracts

Samples: Tender and Voting Agreement, Agreement to Tender and Voting Agreement (Ebay Inc)

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