Tender of the Shares. (a) Stockholder hereby agrees that it shall tender (and deliver any certificates evidencing) its Covered Shares that are shares of the Common Stock, or cause its Covered Shares that are shares of the Common Stock to be tendered, into the Offer promptly, and in any event no later than ten (10) Business Days, following the commencement of the Offer, or if Stockholder has not received the Offer Documents by such time, within five (5) Business Days following receipt of such documents, but in any event prior to the Expiration Date, free and clear of all Liens. Stockholder agrees that it will not withdraw such Covered Shares, or cause such Covered Shares to be withdrawn, from the Offer at any time. (b) If the Offer is terminated or withdrawn by Purchaser, or the Merger Agreement is terminated prior to the purchase of the Covered Shares in the Offer, Parent and Purchaser shall promptly return, and shall cause any depository acting on behalf of Parent and Purchaser to return, all the Covered Shares tendered by Stockholder in the Offer to Stockholder.
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Samples: Tender and Support Agreement (GTCR Valor Merger Sub, Inc.), Tender and Support Agreement (GTCR Valor Merger Sub, Inc.), Tender and Support Agreement (GTCR Valor Merger Sub, Inc.)
Tender of the Shares. (a) Stockholder hereby agrees that it shall tender (and deliver any certificates evidencing) its Covered Shares that are shares of the Common StockShares, or cause its Covered Shares that are shares of the Common Stock to be tendered, into the Offer promptly, and in any event no later than ten (10) Business Days, following the commencement of the Offer, or if Stockholder has not received the Offer Documents by such time, within five three (53) Business Days following receipt of such documents, documents but in any event prior to the Expiration Date, free and clear of all Liens. Stockholder agrees that it will not withdraw such the Covered Shares, or cause such the Covered Shares to be withdrawn, from the Offer at any time.
(b) If the Offer is terminated or withdrawn by Purchaser, or the Merger Agreement is terminated prior to the purchase acceptance for payment of the Covered Shares in the Offer, Parent and Purchaser shall promptly return, and shall cause any depository acting on behalf of Parent and Purchaser to return, all the Covered Shares tendered by Stockholder in the Offer to Stockholder.
Appears in 1 contract
Samples: Tender and Support Agreement (EndoChoice Holdings, Inc.)
Tender of the Shares. (a) Stockholder hereby agrees that it shall tender (and deliver any certificates evidencing) its Covered Shares that are shares of the Common StockShares, or cause its Covered Shares that are shares of the Common Stock to be tendered, into the Offer promptly, and in any event no later than ten (10) Business Days, following the commencement of the Offer, or if Stockholder has not received the Offer Documents by such time, within five (5) Business Days following receipt of such documents, documents but in any event prior to the Expiration Date, free and clear of all Liens. Stockholder agrees that it will not withdraw such the Covered Shares, or cause such the Covered Shares to be withdrawn, from the Offer at any time.
(b) If (i) the Offer is terminated or withdrawn by Purchaser, or (ii) the Merger Agreement is terminated prior to the purchase acceptance for payment of the Covered Shares in the Offer, Parent and then in each case Purchaser shall promptly return, and shall cause any depository depositary acting on behalf of Parent and Purchaser to return, all the Covered Shares tendered by Stockholder in the Offer to Stockholder.
Appears in 1 contract
Samples: Tender and Support Agreement (Oplink Communications Inc)