Common use of Termination of Exchange Fund Clause in Contracts

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c).

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock or Company Preferred Stock for 180 days twelve months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent and the Surviving Corporation for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)its claim for Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including any interest received with respect thereto) that remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, upon demand, Parent and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stockits claim for Merger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and distributions to which they are such holder is entitled pursuant to Section 2.02(e) and this Article II, in each case without any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which and any cash in lieu of fractional shares of Parent Common Stock made available to the Exchange Agent that remains undistributed to the holders of Company Common Stock for 180 days one year after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) its claim for Merger Consideration and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to as contemplated by Section 2.02(c2.02(c)(i).

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 one hundred eighty (180) days after the Effective Time shall be delivered to Parent, upon demand, and any holders former holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 4.2 shall thereafter look be entitled to receive only to from Parent payment of its claim for the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)without interest.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days nine (9) months after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e2.2(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c2.2(c), in each case, without any interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund (including any interest and other income received with respect thereto) which remains undistributed to the former holders of shares of Company Common Stock for 180 one hundred eighty (180) days after following the Effective Time shall be delivered to Parent, upon demand, and any former holders of the shares of Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent for the shares of Parent Common Stock, received any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and Merger Consideration (including any applicable dividends or other distributions with respect to the Parent Common Stock Stock) to which they are entitled pursuant under this Article III shall thereafter look only to Section 2.02(c)Parent and the Surviving Entity for payment of their claims with respect thereto.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders shareholders of the Company Common Stock for 180 days six months after the Effective Time shall be delivered to Parent, upon demand, and any holders shareholders of the Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock Stockholders for 180 days six months after the Effective Time shall be delivered to ParentParent or the Surviving Corporation, upon demanddemand thereby, and any holders of the shares of Company Common Stock who have not theretofore complied with this Article II Section 2.3 shall thereafter look only to Parent for the payment of any claim to shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any thereof, or dividends or other distributions with distributions, if any, in respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)thereof.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to unclaimed by the holders of Company Common Stock for 180 days six (6) months from and after the Effective Time Closing Date shall be delivered to Parent, upon written demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) its claim for Merger Consideration and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to as contemplated by Section 2.02(c).

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days 12 months after the Effective Time shall be delivered to the Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 2.2 shall thereafter look only to the Parent, as a general unsecured creditor, for payment of its claim for Parent for the shares of Parent Common StockADSs, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) ADSs and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)ADSs.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including the proceeds of any investments thereof) that remains undistributed to the former holders of Company Common Stock Shares for 180 days after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders of the Company Common Stock Shares who have not theretofore complied with this Article II shall thereafter look only to Parent for payment of their claim for the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e2.1(d) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c2.2(c).

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders stockholders of the Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders stockholders of the Company Common Stock who have not theretofore previously complied with this Article II Section 2.02 shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund and Common Shares Trust which remains undistributed to the holders shareholders of the Company Common Stock for 180 days 12 months after the Effective Time shall be delivered to Parent, upon demand, and any holders former shareholders of the Company Common Stock who have not theretofore complied with this Article II 2 shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days as of the date which is eighteen months after the Effective Time shall be delivered to Parent, upon demand, and any thereafter such holders of the Company Common Stock who have not theretofore complied with this Article II Section 1.07 shall thereafter be entitled to look only to Parent for payment of the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock Merger Consideration to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)hereto.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of shares of Company Common Stock or Company Preferred Stock for 180 days twelve (12) months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock or Company Preferred Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for payment of its claim for the shares of Parent Common Stock, Merger Consideration (including any cash in lieu of fractional shares of Parent Common Stock to which they are entitled any Fractional Shares pursuant to Section 2.02(e) 2.6(f), and any dividends or other distributions payment in accordance with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(cthis Article II).

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for 180 days six (6) months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent and the Surviving Corporation for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) its claim for Merger Consideration and any applicable dividends or other distributions with respect to the any Parent Common Stock to which they are entitled pursuant to constituting Merger Consideration as provided in Section 2.02(c).

Termination of Exchange Fund. Any portion of the Exchange Fund which (including the Fractional Share Proceeds) that remains undistributed to the holders of Company Common Stock for 180 days 12 months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied exchanged his shares of Company Common Stock in accordance with this Article II prior to that time shall thereafter look only to Parent for delivery of the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and distributions to which they are such holder is entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)this Article II.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock the Certificates for 180 days twelve months after the Effective Time shall be delivered to Parent, upon demand, and any holders of the shares of Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent and only as general creditors thereof for the shares payment of their claim for Parent Common StockShares, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) Fractional Share Payment and any dividends or other distributions with respect to the Parent Common Stock Shares to which they are entitled pursuant to Section 2.02(c)such holders may be entitled.

Termination of Exchange Fund. Any portion of the Exchange Fund ---------------------------- which remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parentthe Buyer, upon demand, and any holders holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 2.2 shall thereafter look only to Parent the Buyer for the shares payment of Parent its claim for Buyer Common Stock, any cash in lieu of fractional shares of Parent Buyer Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Buyer Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Seller Common Stock for 180 days nine months after the Effective Time shall be delivered to the Parent, upon demand, and any holders holder of the Company Seller Common Stock who have has not theretofore previously complied with this Article II Section 3.2 shall thereafter look only to the Parent for payment of its claim for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains and any cash in lieu of fractional shares of Parent Common Stock made available to the Exchange Agent that remain undistributed to the holders former stockholders of the Company Common Stock for 180 days six months after the Effective Time shall be delivered to Parent, upon demand, and any holders stockholders of the Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 one hundred eighty (180) days after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders of the Company Common Stock (other than Excluded Shares) who have not theretofore complied with this Article II 2 shall thereafter look only to Parent for the shares of Parent Common StockPer Share Merger Consideration (after giving effect to any required Tax withholdings as provided in Section 2.2(g)), without any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days nine (9) months after the Effective Time shall be delivered to Parent, upon demand, and any holders former holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 4.2 shall thereafter look be entitled to receive only to from Parent, and Parent shall remain liable for, payment of its claim for the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)without interest.

Termination of Exchange Fund. Any portion of the Exchange Fund which and Common Shares Trust that remains undistributed to the holders stockholders of the Company Common Stock for 180 days 12 months after the Effective Time shall be delivered to Parent, upon demand, and any holders former stockholders of the Company Common Stock who that have not theretofore complied with this Article II 3 shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including any interest received with respect thereto) that remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stockits claim for Merger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and distributions to which they are such holder is entitled pursuant to Section 2.02(e) and this Article II, in each case without any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the ---------------------------- Exchange Fund which remains undistributed to the holders of Company Common Stock Certificates for 180 one hundred eighty (180) days after the Effective Time shall be delivered to Parent, upon demand, and any holders of the Company Common Stock Certificates who have not theretofore previously complied with this Article II Section 2.02 ------------ shall thereafter look only to Parent for the shares of certificates representing Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for 180 days six months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent and the Surviving Entity for the shares payment of Parent Common Stock, its claim for Merger Consideration (including any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and 2.2(d)), without any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of shares of Company Common Stock for 180 days nine (9) months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent and/or the Surviving Corporation for payment of its claim for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders stockholders of the Company Common Stock for 180 days one year after the Effective Time shall be delivered to Parent, upon demand, and any holders stockholders of the Company Common Stock who have not theretofore previously complied with this Article II Section 2.2 shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for 180 days twelve (12) months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent and/or the Surviving Corporation for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)its claim for Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of shares of Company Common Stock for 180 days 12 months after the Effective Time shall be delivered to ParentParent or the Surviving Corporation and, upon demandexcept as provided in Section 3.06, and any holders holder of the shares of Company Common Stock who have has not theretofore complied with this Article II III shall thereafter look only to Parent or the Surviving Corporation, as the case may be, for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)its claim for Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 two hundred seventy (270) days after the Effective Time shall be delivered to Parent, upon demand, and any holders former holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 4.2 shall thereafter look be entitled to receive only to from Parent payment of its claim for the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)without interest.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for Certificates as of the date 180 days after the Effective Time date on which the Merger becomes effective shall be delivered to Parent, Parent upon demand, and any holders of the Company Common Stock Certificates who have not theretofore complied surrendered their Company Stock Certificates in accordance with this Article II Section 1.7 shall thereafter look only to Parent for the shares satisfaction of their claims for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for 180 days twelve (12) months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent (subject to Section 2.4(e)) for payment of its claim for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders stockholders of the Company Common Stock for 180 days one year after the Effective Time shall be delivered to Parent, upon demand, and any holders stockholders of the Company Common Stock who have not theretofore complied with this Article II I shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including any interest received with respect thereto) that remains undistributed to the holders of Company Common Stock for 180 360 days after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stockits claim for Merger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and distributions to which they are such holder is entitled pursuant to Section 2.02(e) and this Article II, in each case without any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including the proceeds of any investments thereof) that remains undistributed to the former holders of Company Common Stock Shares for 180 days one year after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders of the Company Common Stock Shares who have not theretofore complied with this Article II shall thereafter look only to Parent for payment of their claim for the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e2.1(d) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c2.2(c).

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to the Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 2.2 shall thereafter look only to Parent the Parent, as a general unsecured creditor, for the shares payment of its claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) Stock, and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which or Common Shares Trust that remains undistributed to the holders of Company Common Stock for 180 one hundred eighty (180) days after the Effective Time shall be delivered to Parent, upon demand, and any holders of the Company Common Stock Certificates or Book-Entry Shares who have not theretofore complied with this Article II IV shall thereafter look only to Parent for payment of their portion of the shares of Parent Common Stock, Merger Consideration (including any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(eStock) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)with a record date on or after the Effective Time.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Company Common Stock for 180 days twelve (12) months after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for and the shares of Parent Common StockSurviving Corporation (subject to abandoned property, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(eescheat or similar Laws) and any dividends or other distributions as general creditors thereof with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)payment of its claim for Merger Consideration, without any interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to unclaimed by the holders of Company Common Stock for 180 days 12 months from and after the Effective Time Closing Date shall be delivered to Parent, upon written demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) its claim for Merger Consideration and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to as contemplated by Section 2.02(c2.02(c)(i).

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days six (6) months after the Effective Time shall be delivered to the Surviving Corporation or Parent (as directed by Parent, ) upon demand, and any holders of the shares of Company Common Stock who have not theretofore complied with this Article II III shall thereafter look only to the Surviving Corporation or Parent for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e(as applicable) and any dividends or other distributions with respect to any payment of the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Merger Consideration in respect of such shares, without any interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days 12 months after the Effective Time shall be delivered to Parent, upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II III shall thereafter look only to Parent for payment of their claim for the shares Merger Consideration, and Parent and the Surviving Corporation shall remain jointly and severally liable for, payment of Parent Common Stock, any cash the Merger Consideration in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)thereof.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days as of the date which is twelve months after the Effective Time shall be delivered to the Parent, upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to the Parent (as unsecured general creditors thereof) for payment of the shares of Parent Common StockMerger Consideration, and any cash in lieu of fractional shares of and any unpaid dividends or distributions with respect to Parent Common Stock Stock, to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)hereto.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for on the date that is 180 days after the Effective Time shall will be delivered to Parent, upon demand, and any holders former holder of the Company Common Stock who have has not theretofore previously complied with this Article II shall thereafter look Section 4.2 will be entitled to receive, upon demand, only to from Parent payment of its claim for the shares of Parent Common StockMerger Consideration, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)without interest.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of shares of Company Common Stock for 180 days nine (9) months after the Effective Time shall be delivered to Parent, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article ‎Article II shall thereafter look only to Parent and/or the Surviving Corporation for payment of its claim for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days twelve (12) months after the Effective Time shall be delivered to Parent, upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II shall thereafter look only to Parent (subject to abandoned property, escheat or other similar applicable Laws) for payment of their claim for the shares of Parent Common Stock, Merger Consideration without any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including any interest received with respect thereto) that remains undistributed to the holders of Company Common Stock for 180 one hundred and eighty (180) days after the Effective Time shall be delivered to Parent, upon demand, Parent and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stock, its claim for Merger Consideration and any cash in lieu of fractional shares of Parent Common Stock dividends and distributions to which they are such holder is entitled pursuant to Section 2.02(e) and this Article II, in each case without any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for 180 360 days after the Effective Time shall be delivered to Parentthe Surviving Entity, upon demand, and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II Section 2.10 shall thereafter look only to Parent for the shares payment of Parent Common Stockits claim for Merger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and distributions to which they are such holder is entitled pursuant to this Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)2.10.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders stockholders of the Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders stockholders of the Company Common Stock who have not theretofore previously complied with this Article II Section 2.2 shall thereafter look only to Parent for the shares payment of their claim for Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders former holder of the Company shares of Common Stock or Company Options, as appropriate, who have has not theretofore previously complied with this Article II Section 2.08 shall thereafter look only to Parent for the payment of such former holder's claim for payment in respect of such holder's shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Company Options, as appropriate.

Termination of Exchange Fund. Any portion of the Exchange Fund which (including any interest or other amounts received with respect thereto) that remains undistributed to the holders of Company Common Stock for 180 days twelve (12) months after the Effective Time shall be delivered to Parent, upon demand, and any holders former holder of the Company Common Stock who have has not theretofore previously complied with this Article II ‎Article 2 (as applicable) shall thereafter look only to Parent for the shares payment of Parent Common Stockits claim for Merger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and other distributions to which they are such holder is entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)this ‎Article 2.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Seller Common Stock for 180 days nine months after the Effective Time shall be delivered to the Parent, upon demand, and any holders holder of the Company Seller Common Stock who have has not theretofore previously complied with this Article II shall Section 3.3 shall, subject to Section 3.3(e), thereafter look only to the Parent for payment of its claim for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Merger Consideration.

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders stockholders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parent, upon demand, and any holders stockholders of the Company Common Stock who have not theretofore previously complied with this Article II Section 1.5(c) shall thereafter look only to Parent for the shares payment of their claim for Parent Common StockOrdinary Shares, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) Ordinary Shares and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Ordinary Shares.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of Company Common Stock for 180 days nine (9) months after the Effective Time shall will be delivered to Parent, upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II shall III will thereafter look only to Parent (as general creditors thereof for the shares payment of Parent Common Stocktheir claim) for any Stock Consideration, any Cash Consideration and cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c3.2(f).

Termination of Exchange Fund. Any portion of the Exchange Fund which (including any interest received with respect thereto) that remains undistributed to the holders of Company Common Stock for 180 one hundred and eighty (180) days after the Effective Time shall be delivered to Parent, upon demand, Parent and any holders holder of the Company Common Stock who have has not theretofore complied with this Article II shall thereafter look only to Parent for the shares payment of Parent Common Stockits claim for Merger Consideration, any cash in lieu of fractional shares of Parent Common Stock and any dividends and distributions to which they are such holder is entitled pursuant to Section 2.02(e) and this Article II, in each case without any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)interest thereon.

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders former shareholders of the Company Common Stock for 180 upon the expiration of three hundred sixty-five (365) days after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders former shareholders of the Company Common Stock who have not theretofore complied with this Article II ‎2 shall thereafter look only to Parent as general creditors for the shares payment of Parent Common Stock, any cash in lieu of fractional shares of their claim for Parent Common Stock to which they are entitled pursuant to Section 2.02(e) and any applicable dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)Stock, in each case as provided in Article 1 and this Article ‎2.

Termination of Exchange Fund. Any portion of the Exchange Fund which ---------------------------- remains undistributed to the holders of Company Common Stock for 180 days after the Effective Time shall be delivered to Parentthe Buyer, upon demand, and any holders holder of the Company Common Stock who have has not theretofore previously complied with this Article II Section 2.2 shall thereafter look only to Parent the Buyer, as a general unsecured creditor, for the payment of its claim for shares of Parent Buyer Common Stock, any cash in lieu of fractional shares of Parent Buyer Common Stock to which they are entitled issued pursuant to Section 2.02(e2.2(e) and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled paid pursuant to Section 2.02(c2.2(c).

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of Company Common Stock for 180 days six months after the Effective Time shall be delivered to Parent, Parent upon demand, and any holders of the Company Common Stock who have not theretofore complied with this Article II 2 shall thereafter look only to Parent for the shares of Parent Common Stock, any cash in lieu of fractional shares of Parent Common Stock to which they are entitled pursuant to Section 2.02(e) 2.2.5 and any dividends or other distributions with respect to the Parent Common Stock to which they are entitled pursuant to Section 2.02(c)2.2.3, in each case, without any interest thereon.